Thundera Joins the Republic and Jedi
by Balin Lord of Moria
Summary: Lion-O, his fellow ThunderCats, and their Animal allies, are whisked away to that galaxy far, far away to search for the Soul Stone and to help the Jedi and the Republic Army fight the CIS in the Clone Wars. Tandem companion to *Plun-Darr Joins the Confederacy.*
1. The Cats Meet the Jedi

**A/N:** This is the first chapter of the rewrite of my ThunderCats/Jedi/Republic crossover story from the POV of the 2011 series. Chronologically it follows chapter 1 of **"Plun-Darr Joins the Confederacy."** Enjoy!

 **Disclaimer:** I do not own _ThunderCats_ or _Star Wars_. They belong to Warner Bros. and Disney, respectively.

* * *

 ** _Introduction_**

It was the twelfth hour since the fall of Avista and the ThunderCats' loss of the Tech Stone. Lion-O and the other ThunderCats were sitting together in a circle discussing the situation at hand, while the Berbils continued to work on fixing Avista City. Surprisingly, the Birdmen were somewhat impressed by the way these "monkey wrenches" were able to work with the same technology they themselves were dedicated to.

"Are you sure you know what you're doing?" a Duck Bird asked Ro-Bear Bill, "Avista is a very cunning piece of work, and it took our ancestors half a lifetime to fully construct it and get it working."

Ro-Bear Bill replied, "Berbils can fix anything technological. Birds are not the only race on Third Earth who embrace technology."

"Coo," responded Horus the Pigeon Bird, Vultaire's former right hand Bird, who had narrowly survived the Battle of Avista while defending the city.

"Ro-Bear Bill does not know what that means," intoned Ro-Bear Bill, "But if it is a compliment, we thank you."

Horus nodded silently.

In the ThunderCats' circle, Lion-O was examining the Book of Omens, searching for answers to the next step of their journey. "With Pumyra no longer with us, at least we don't have to worry about Mumm-Ra tracking us directly anymore," he said. "But I just can't get the Book to show us what to do next, other than continue walking who knows where."

"Aw, come on, bro," said Tygra, "It can't be that hard. After all, didn't Jaga himself imply that the power of Omens is better than the power of Plun-Darr, if not stronger? We can still beat Mumm-Ra."

"Actually, I think the right word is 'purer' power, Tygra," said Cheetara philosophically.

"Whatever," said Tygra with a shrug.

"I think Jaga did hint at that, yes," said Lion-O, "But that doesn't mean the Book still can't be mysterious when it wants to be."

"Wherever your journey takes you, Lion-O," said Dobo the Dog, unexpectedly stepping up behind him, "since you have shown the loyalty I long thought was lacking in Cats, the Dogs will always have your back from now on."

"The same goes for the Elephants, Lion-O," said Aburn.

"And we Fish will not give up on the Cat who helped us overcome the Ramlak and restore our natural home," said a couple of Fishmen, one of whom was the one who didn't like traveling in the Forever Bag. "Even if your quest takes you very far from our home, we can sacrifice our normal lives temporarily to help you."

"And though they're a little busy to say it to you right now," said Jorma, "The Berbils and the Birds of Avista are ready to help when necessary, too."

Lion-O smiled. So did the rest of the Cats, especially the ThunderKittens. "That's good to hear, guys," Lion-O replied, "because I think this quest is getting a lot more dangerous now, what with Mumm-Ra having regained the Sword of Plun-Darr and one of the Power Stones."

Anet, the spiritual leader of the Elephant tribe, stood beside Lion-O. "Do not forget, Lord Lion-O," he said, "that the future of your journey may also be seen through the power of Sight Beyond Sight, within the Eye of Thundera. Surely you did not forget that?"

Lion-O smirked for a second. "Actually, no, but I wanted to see if you did."

Anet looked slightly critical of that remark. "I told you, Lion-O," he replied, "We Elephants may have bad memories, but we can always remember the things that are most important to us in life, and the spiritual power of the Eye of Thundera is one of them."

Lion-O's smirk vanished. "Uh, yeah, I forgot about that. Sorry."

Anet chuckled. "So why not give it a try, Lion-O? Perhaps Sight Beyond Sight may reveal something to you that the Book of Omens is blank on right now, perhaps even a clue to the location of the fourth Stone," he encouraged him.

"About time somebody came up with something better than just sitting around chatting," remarked Panthro.

Lion-O stood up and raised the Sword of Omens to his face. "Sword of Omens," he commanded, "Give me Sight Beyond Sight!"

An image soon appeared in Lion-O's vision. It showed the fourth Power Stone, in all its blue, glowing glory, held by a mysterious Animal hand. But then the hand cast the Stone away, and it appeared to fall into some other plane of existence, like the Astral Plane, except it wasn't the Astral Plane. The Stone lit up Lion-O's vision in a brilliant blue shimmer, as he saw many worlds in the deeps of space, gearing themselves up for a war. He also saw strange things he had never seen the likes of before, like various humans and aliens doing everything from everyday activities (whatever they were) to fearing for their future. He even saw what looked like two manufactured armies: a robot army on a desert world, and some sort of clone army on a watery world ravaged by endless thunderstorms.

Then the vision changed, and he saw glimpses of strange people, human and alien, dressed mostly in simple, monastic robes, with tech sword hilts of some kind hanging from their belts. He knew they were swords because he saw one of them ignite its plasma blade, which shone a wondrous green color. Finally, he got a look at three of these people in particular: a little, wizened alien walking with a curved cane, a young man with a short beard who looked very good and very sure of himself, as well as mature beyond his years, and another, younger man with a dashing face, but hidden behind his good looks seemed to be hiding a boy in constant self-conflict, as if he had something to be angry about much of the time. With him was a beautiful young woman who was beautifully tailored in a politician's clothes, who looked at him with something more than affection.

But then, suddenly, the Soul Stone vanished from sight, and the galaxy he seemed to be witnessing regressed from Sight Beyond Sight. The last thing he saw before it gave out completely was a location near the Fishmen Oasis where this strange wormhole appeared to be located, and he could've sworn he saw an all too familiar army passing into the portal and presumably into that galaxy. He snapped out of it.

"What did the Sword show you, Lion-O?" asked Tygra eagerly.

"Patience, my friend," said Anet, "Based on how long it took him to see that entire vision, he may need a little time to get to the point."

Tygra rolled his eyes but said nothing.

Lion-O started speaking. "I… don't know where to start," he said, "But it appears the Stone is in a far away location deep in space, rather than on Third Earth. And in that place, I saw a galaxy in conflict, two governments fighting each other for galactic control, and I saw three strange men who must have been important to this crisis."

Everyone looked around each other with surprised interest. "I don't recall anyone even hinting that the fourth Stone was on a world far from Third Earth," said WilyKat. "Did your vision say which planet it's on?"

"No," said Lion-O, "I wasn't able to get it before my concentration waned. But the big thing about it all is, Mumm-Ra and the Lizard army are headed straight towards that galaxy right now, which means Mumm-Ra must've already somehow learned of its presence there, and you all know as well as I do that Mumm-Ra is never up to any good."

"I agree, Lion-O," said Panthro. "So, what do you suggest we do now?"

Lion-O thought about it for a moment. "One thing's for sure. We know next to nothing about this seemingly distant galaxy where the Stone is. But I think we have to follow Mumm-Ra and the Lizards there, and do whatever we can to help the people of that place who are on the side of right, as well as try to find the last Stone as quickly as possible. But it's not just Mumm-Ra's army that we have to watch out for. In the vision, I saw two armies being manufactured for the galactic conflict, one robotic, and one that looked like a clone army. One of those armies, at least, is bound to be allied with Mumm-Ra and company, and we need to find out which is good and which is bad right away, too."

"A clone army and a robot army," mused Dobo, "Nothing a good smacking from a good Dog or Cat fighter can't handle. If we are going, I'm in, and so are the other Dogs who are willing to come."

"That's depends on how many of these clones and robots there are, Dobo," said Cheetara.

"You know all of us are willing to back you up, Lion-O," said Aburn. "Just give us the signal and we are all ready."

Lion-O nodded. "Let's go talk to the Fish, the Birds, and the Berbils, too, and make sure they're all right with this, before we go. Of course, that'll mean postponing the repairs of Avista for a while, unless some Berbils stay behind, but hopefully it'll be worth it."

After Lion-O went to talk to Ro-Bear Bill, Horus, the surviving Ravenmen, and the Fishmen, Anet said to the other ThunderCats, "I believe Lion-O is making a wise choice, don't you all?"

"Oh, yeah!" said WilyKit, "We need to find that Stone, and it sounds like destiny intended this for us."

"How do you know that, sis?" asked WilyKat.

WilyKit grinned. "You know how I know it, bro," she said. "I meditate with the Elephants. I think their clairvoyance has rubbed off on me."

 _"Clairvoyance?"_ WilyKat stammered.

"The ability to see the future," explained Cheetara. "The clerics of Thundera, myself included, also have that kind of power to one extent or another, although mine is much less well developed."

"We'll soon see how fruitful and worthwhile this journey will be," said Panthro, "It doesn't entirely appeal to me."

"Why?" asked Tygra slyly. "Afraid you're going to have to go flying again?"

Panthro trembled. "No, I'm not!"

"Are you sure?" Tygra pressed him.

Panthro flushed fiercely. "All right, maybe a little. But don't spread the news to everyone around us, Tiger boy, especially not the Birds. They might think I'm the most primitive savage ever among Cats if you do!"

Tygra put on an innocent look. "Hey! My lips are sealed, Panther man!"

Cheetara and the Kittens giggled. Anet and Aburn grinned. Dobo just huffed.

When Lion-O came back, he said, "Most of them are willing to come, too. All the Fishmen are willing. Many Birds are willing, too, except for some civilians who are completely unprepared for adventure and combat, which is all right with me; they may remain behind if they like. The Ravenmen managed to salvage many SkyCutters from the flight garage of Avista, too, as well as lots of other technology, which doesn't necessarily need the Tech Stone to work. The Feliner is still intact, too, and the Birds and Berbils can help us build any number of new ThunderTanks later. And some of the Berbils volunteered to come, as well, including Ro-Bear Bill, even though he regrets not being able to say goodbye to his wife and child first. The rest will stay here and finish fixing Avista."

"Sounds good to me, Lion-O," said Panthro. "Only, is there at least one ThunderTank at hand for me to drive? I'd rather not ride the Feliner again, and I think you know why."

"Don't worry, Panthro," said Lion-O, "The Berbils still have the blueprints for the ThunderTank intact, and they've made a few new ones, one of which is ready and waiting for you."

"Well, let's get going, then!" said the Kittens in unison.

"ThunderCats! HO!" Lion-O shouted, raising the Sword of Omens into the sky.

"Yes! Just one thing, Lion-O," said Aburn.

"What's that, Aburn?" Lion-O inquired.

"…Where are we going?"

WilyKat and Kit giggled. Lion-O and the other adult Cats rolled their eyes in amusement and annoyance.

* * *

It didn't take long for the Thunderian and Avistan vehicles and airships to get to the Fishmen Oasis. The Birds and Cats rode in their vehicles, while everyone else rode in the ThunderKittens' Forever bag, except the one Fishman who didn't like the Bag. He rode with Panthro in the ThunderTank. They made a quick stop to see if any other Fishmen wished to join them, and after some of them accepted, they soon came to the portal.

"Brace yourselves, everyone," said Lion-O just before they passed into it.

The trip wasn't as rough as anyone expected it to be. For about twenty seconds, they were surrounded by a bluish-white light that seemed to move faster than anything any of them could fathom. Then they came out of it, and into one of the most wondrous worlds they had ever seen.

Horus cooed loudly from his seat in his private airship.

"Simply astounding!" remarked countless Birds in shared wonder, for what they saw before them made even Avista pale in comparison.

The world they came out on was a planet-wide metropolis, filled will high-tech skyscrapers, streets in the air and on the ground, and airspeeders and landspeeders moving about on the streets noisily and efficiently. Needlessly to say, it was also a very artistically designed place, too, because the buildings weren't just rectangular or square boxes. They were curved in many unique ways and in many different shapes and sizes. Clearly, it was very, very top class.

The Ravenmen in their SkyCutters swerved their flight formation out of the way of coming traffic just in time. The Feliner was less quick, and so was the ThunderTank on the ground.

"What the-?" an alien screamed as the Feliner almost clipped his wings with its own.

"Oops! Sorry, pal," remarked Tygra, as he flew the ship away from the highway.

On the ground, Panthro almost crashed into a landspeeder driven by a Dug. The Dug yelled at him, "Hey! Watch where 'yer goin'!"

"Yeah, fine, sorry!" shouted Panthro back as he moved aside and tried not to crash into more traffic.

He didn't hear it, but after he had gone, the Dug growled to himself, "Feline poodoo!"

"Where do we go, Lion-O?" asked Panthro, "We can't just aimlessly travel around this city, especially considering we're total strangers here."

"Don't worry, Panthro," said Lion-O, "The Book of Omens seems to be telling me that our first destination is that ziggurat-like building over there." He pointed over to a large fortress, which also looked strangely like a temple. "In fact, I can't explain it, but something seems to be drawing me, or drawing the War Stone, to it."

Snarf meowed nervously from his back seat in the Feliner.

"Take us over there, Tygra," ordered Lion-O. "Panthro, you and the other Tanks follow our lead as best you can. Birds of Avista, follow the Feliner."

Soon they flew within sight of the mighty temple. There were several landing platforms sticking out of the building's exterior, some of which had wedge-shaped fighter ships parked on them. Suddenly, a stern, humorless voice broadcast over their intercom.

"Unidentified crafts, men are coming out to escort you to a landing. The ship with the feline head is to land on Platform 329, directly ahead. The fighters and other airships are to land at the platforms on the east side of the Jedi Temple. We will soon direct your ground vehicles to a parking zone, as well."

Lion-O blinked with interest. "The Jedi Temple? I guess the Omens meant for us to find these Jedi first. Everyone, do as that man says. It might be unwise not to comply with his orders."

"Copy that, Lion-One!" said a Ravenman pilot.

"I'll catch up with you as soon as I can, Lion-O," assured Panthro.

The Feliner was guided down to land on Platform 329, as the voice had said. The ThunderCats and the Fishman who hated the Forever Bag walked down the ramp. On a nearby platform, Horus' ship landed, along with several other Bird airships, and the SkyCutters were guided to a safe landing on some empty fighter platforms.

"As usual, be ready for anything," said Lion-O.

After they walked several meters ahead, a pair of security guards came out carrying large, metal hilts that ignited into double-bladed plasma swords, and held them at the ready. The ThunderCats and the Fishman drew their own weapons, thinking at first that a fight was coming. But then, two more figures not carrying weapons came out of the shadows and walked towards them. One of them was a bald, dark-skinned, rather grim-looking man who wasn't smiling, but nonetheless seemed to be welcoming their presence there. He was quite tall. The other was a diminutive, old, elfin alien with green skin and a slightly cheerier nature, smaller even than the Kittens, almost as small as Snarf. He hobbled along with the aid of a cane.

"Guards, your weapons. Lower them," he instructed the guards. "Sense these people are not hostile, I do."

The guards did as they were told.

"Strange, is it not, how a surge in the Force can make the most unusual and unique occurrences happen?" he said with good humor.

Lion-O and the other Cats were surprised. "You mean, you were expecting us, sir?"

"Indeed, yes," said the old alien, "We were. Foresaw your coming through the Force, I did. An unknown destiny in this galaxy, you appear to have. And 'sir,' I am not. Master Yoda I am, Grand Master of the Jedi Order."

"And I am Master Mace Windu, another high-ranking Master in the Order," said the tall, black man, bowing his head in courtesy. They could tell from the sound of his voice that it was he who spoke to them over the intercom.

"Uh, what exactly is this 'Force' you speak of?" the cleric in Cheetara wanted to know.

"Yes," agreed Lion-O, "It sounds like something with similarities to our own power, the Omens, but we know nothing about it. We've never even heard of it."

Yoda blinked slowly. "Hmm. Never heard of the Force, have you?" he mused. "Well, perhaps, more time to explain that later there may be. But for now, have an important appointment with the Republic's Supreme Chancellor, we do. Obi-Wan Kenobi, a noble Jedi Knight, tracks a bounty hunter who attempted to assassinate an important senator even as we speak, and yet to hear from him, we have."

"And Chancellor Palpatine is eager to make some progress on the vote of whether or not to create a Grand Army of the Republic for a possible war," said Mace Windu.

"Well, by all means, we can't keep a politician waiting," said Tygra, "Let's go!"

"Wait," said Yoda, "Sense there are more people here than just you, I do."

"Well," said Lion-O, "There are the Birdmen disembarking from their airships over there." He pointed to where the Birds were starting to join them. "Which reminds me, we haven't introduced ourselves. I am Lion-O, Lord of the ThunderCats, and these are my Cat friends, Tygra, my adopted brother, Cheetara, his girlfriend and a cleric, Panthro, a 'monkey wrench,' and the Kittens, WilyKat and WilyKit. And this is… what was your name again?" he asked the Fishman who accompanied them.

"I am Seaji," said the Fish. "I don't like traveling around in that big bag the Kittens carry around with them, so I rode with the Cats in the Feliner."

"Pleased to meet you, Lord Lion-O," said Mace, bowing his head.

"Same from me," said Yoda, nodding. "What? Traveling in that little bag, your other friends are?"

"Yeah," said WilyKat, "It's easy and efficient, especially since we didn't have enough big vehicles for everybody." He and WilyKit raised the Forever Bag and said the magic word:

"Rokenbass!"

The bag magically burst open, and out shot almost uncountable other Animal creatures: dozens of Fishmen, numerous Elephants and Berbils, and a small army of Dogs. Anet, Aburn, Ro-Bear Bill, and Dobo, needless to say, were among the passengers.

Yoda's eyes widened. Even grim Windu was taken aback by this magic.

"A magic bag?" said Yoda. "Carries all your extra companions, it does?"

"You bet!" said Kat and Kit.

"We heard some of the things you wear talking about from within the bag," said Anet, "And it is an honor to be introduced to other people who share our affinity for spirituality."

"And who know much about technology, like the Berbils," said Ro-Bear Bill.

"Coo!" agreed Horus, who had been standing with them longer than any of them knew.

"What did he say?" asked Master Windu, frowning.

"Oh, don't mind Horus," said Lion-O, "He isn't much of a talker. He usually coos like a pigeon when he wants to communicate. His former boss, Vultaire, did all the talking for him, not that we have any fond memories of Vultaire."

"Well," said Mace, "I think the Chancellor would frown on having so many strange people crowding his office at once, especially since many Jedi and senators will be at this meeting, too, but maybe some of the Jedi not attending the briefing can entertain the others while we take the high-ranking newcomers to meet everyone in the Chancellor's office."

"Suits us fine," said Panthro.

"Yeah," said Lion-O, "I'm sure that those not in positions of authority won't mind, although I'd like all of the Cats to be at this meeting, at least."

"Fine, then," said Yoda. "Now, no more chatter. Keep the Chancellor waiting much longer, we cannot."

* * *

In about fifteen minutes, the ThunderCats, Seaji, Dobo, Jorma, Ro-Bear Bill, Anet, Aburn, Horus, and a few Dog and Raven guards, had made the trip with Mace Windu and Yoda to the office of the Supreme Chancellor. Inside were about a dozen Jedi Masters, Knights, and Padawans, several senators, including one human, one three-eyed alien, and one amphibian-like alien who looked just plain weird, and Supreme Chancellor Palpatine himself.

The Jedi all wore solemn, almost emotionless expressions on their faces, although one young female Padawan looked a little tense. The senators looked anxious, especially the human and the amphibian, while three-eyes looked like he enjoyed making enemies. And the Chancellor? He looked calm and collected, almost as if nothing was wrong, and his bearing was almost casual. He seemed to be the only person in the room completely at ease with himself, although the two sinister-looking aliens standing by his sides didn't seem too bothered, either.

Everyone started at the unusual company that Mace and Yoda brought with them into the office, including the Chancellor. "Oh, Master Yoda," said a Jedi with a tall cone head, "Master Windu. Uh, you didn't tell us you were bringing company with you."

A woman wearing a pretty, flowing headdress and dark skin said, "Yes. And forgive my bluntness, but they look like bipedal animals. Where did you find them, and why are they here?"

"Worry not, Masters Ki-Adi-Mundi and Adi Gallia," assured Yoda. "On the Republic and Jedi side, these folks are. As for what they are, introduce themselves, I believe they can."

"My group and I are the ThunderCats," said Lion-O. "We are the noble warriors of the Code of Thundera, and we have authority over the Cat race back on Third Earth. I am Lion-O, Lord of the ThunderCats."

Each of the other Cats introduced him/herself in turn.

"I am Seaji, and I am a Fishman."

"A fisherman?" inquired the young Padawan lady.

"Barriss!" scolded the slightly older woman standing next to her, "Don't speak out of turn."

"I'm sorry, Master Luminara," said Barriss, blushing a little.

"That's all right, ma'am," said Seaji, "I don't mind kindly correcting her. I'm not a fisherman. I'm a Fishman, like a fish, and so are all my fellow people."

Barriss' mouth formed an O.

"We are Anet and Aburn, two members of the Elephant tribe, and it is our destiny in life to stay in touch with the harmony of the universe."

"Ro-Bear Bill is a Berbil."

"I'm Dobo, and this is Jorma. We Dogs are damn good fighters."

"Coo!"

"Wha' did ya say?" asked the amphibian senator.

Horus squinted at the goofy looking creature. A Raven guard quickly spoke up.

"I apologize on Horus' behalf," he said, "He prefers not to use sapient language when he communicates with others. He and my kind are the Birdmen of Avista."

This time, it was Palpatine who spoke. "Ah. This is all very good and well, but what are these Animal people doing here? I don't recall anything of their kind existing in this galaxy."

"That's because we come from another one, sir," said Lion-O politely, "The power of the Omens summoned us here because somewhere in this galaxy, there is a magical stone we must find in order to defeat an evil entity named Mumm-Ra the Ever-Living. At present, we have the War Stone and the Spirit Stone, but Mumm-Ra was able to get the Tech Stone before we could. And before coming here, it came to our attention that Mumm-Ra and his Lizard army, now also supplemented by Monkeys and Jackals, have come to this galaxy to search for the fourth Stone themselves. We intend to get to that Stone before Mumm-Ra does, and in the process, we wish to serve on the right side of this galactic crisis to help bring peace and hope back to it. And since the Omens led us to the Republic, it's our belief that this is the right side."

"Well, I certainly hope so," said the three-eyed senator, "Because those blasted Separatists are bringing my world and the Republic as a whole nothing but trouble. The Republic needs a strong military as quickly as possible to avert this crisis!"

"There you go again, Ask Aak," said the human senator, who sounded exasperated. "Our gearing up for war is only going to provoke the Separatists even more and ensure that we end up in an impossible war that will tear the galaxy apart. Fighting fire with fire only creates more fire!"

"Ah yes, of course," said Senator Aak, "Bail Organa, the righteous buffoon of pacifism. You're no better than the Council of Neutral Systems and that Duchess Satine Kryze, who think a necessary war is like the Black Plague! When will you learn that the Seps have already provoked us to war first?"

"Never, because it isn't true!" said Senator Organa.

"Please, calm down, everyone," said Palpatine soothingly, "Both of you two have a point. And we're still waiting for the next word from Jedi Obi-Wan Kenobi on the tracking of this suspicious bounty hunter who has been hunting Senator Amidala. Let's wait for his latest report before we say or do anything rash, all right?" He smiled disarmingly and spread his hands.

Bail and Aak reluctantly shook hands. "But this isn't the end of the debate yet, Aak," said Bail.

"We'll see when it's over," sneered Aak. "Really, I don't know who's more ridiculous in the Galactic Senate, you, or Jar Jar Binks over there." He gestured to the amphibious senator.

"I think we all know the answer to that," said Bail. "No offense meant, however, Representative Binks."

"None taken, Senator Bail," said Jar Jar, who seemed a very irrepressible character. WilyKat and WilyKit giggled at him, until Panthro quietly silenced them.

"Is it always this pleasant in your senate, President Palatine?" asked Aburn.

Palpatine blinked, something he didn't seem to do as often as many other people. "It's Chancellor Palpatine, my Elephant friend. And I'm afraid it has been rather tense around the Galactic Senate for some time now. So many innocent Republic citizens are afraid of the Separatists, and the senators are very concerned about protecting them."

"Or about receiving protection," mumbled Bail.

"Ah, I see," said Aburn, "Well, I hope that changes for the better someday, Palatine."

Everyone in the room, including even Jar Jar, stared incredulously at Aburn. "Huh?" said Jar Jar. Palpatine looked like he was starting to lose patience just a little.

Anet quickly stepped in. "Sorry about my friend's bad memory, Chancellor," he said apologetically, "We Elephants are often forgetful of various things. It takes a while to get something right when someone says it to us."

Palpatine nodded his understanding.

"Mee sa thought all pachyderms never forget a thing," Jar Jar said quietly.

Anet heard him and smiled. "Oh, that's just an old wive's tale. Believe me, it's much harder for an Elephant to remember mundane things than you can imagine."

"It's a good thing the Elephants are the only ones of us with a poor memory, Lion-O," said Tygra, "Otherwise, we'd all be thrown out with the trash, like Vultaire wanted to do to us on Avista."

"I know the feeling, too," said Panthro.

"We all do," said Cheetara.

Suddenly, there was a beeping tone coming from a machine in the middle of the office. "Obi-Wan reporting again, that must be," said Yoda.

"Yes," said Mace. "Let's save the rest of this chat for another time and get down to business."

"My feeling exactly, Master Windu," said Palpatine. "Somebody switch on the hologram, please."

A second later, an image of a young human man dressed like the other Jedi appeared on the machine in the middle of the room. Lion-O remembered Obi-Wan Kenobi as another of the three men who had been prominent in his vision in the Eye of Thundera, and wondered what part their destinies would play with each other. If Obi-Wan noticed the Cats and their allies standing around with the Jedi and the politicians, he made no indication of it.

"I have tracked the bounty hunter Jango Fett to Geonosis," he started. "The cloners on the planet Kamino are growing a clone army from Fett's DNA, and they say that the army is intended for the Republic. Meanwhile, the Trade Federation and the Commerce Guilds are indeed gearing up for war under the banner of Count Dooku, and it is now clear that Viceroy Gunray is responsible for the assassination attempts on the life of Senator Amidala. The droid armies are being prepared in the Geonosian Industries' factories below ground. However, one curious fact that has come to light is that aliens from an unknown location have just joined the Separatists as well. There are several animal-like barbarians, a dangerous-looking woman with feline traits, and an odd entity who looks like a half-decayed mummy, but is alive and breathing. And they have added their own armies of creatures called Lizards, Monkeys, and Jackals to fight alongside the battle droids, which have brought their own fearsome war technology with them from wherever they came from. In addition, these Lizards and other creatures are setting up mines and other little bases of their own on Geonosis, to provide for their army's needs, and I- Wait. Wait!" He cut himself off as he ignited his lightsaber and started to deflect blaster bolts.

Everyone tensed up as a droideka waddled into view of the hologram, shooting at the Jedi. The Cats were impressed by the way he deflected those bolts. Then, they heard him cry out as he was tackled from behind and shoved to the ground by a huge, terrifying primate. The Jedi and senators didn't recognize him, but the Cats knew all too well that that was Addicus the Monkey.

Everyone was silent for a few long moments, until…

"The Commerce Guild and Corporate Alliance have readied themselves for war; that much is certain," said a frustrated Senator Organa.

"Count Dooku must have made a treaty with them," remarked Palpatine.

"This doesn't look good, bro," said WilyKit.

"No, it doesn't," agreed WilyKat, "Looks like we're going to be caught up in a war just like Lion-O thought we would."

"The debate is over," said a triumphant Ask Aak. "Now we need that clone army."

"What's all this about a clone army?" asked a curious Ravenman.

"Explain it to you later, we will," said Yoda, who wanted to hear what was being said.

Bail Organa was very tenacious. "Unfortunately, the debate is not over. The Senate will never approve the use of clones to fight this war!"

Suddenly, one of the aliens beside Palpatine, the one with the long horns and the appearance of a demon, said diplomatically, "This is a crisis. And a very serious one. I believe that someone on the Senate must step forward and grant the Senate's emergency powers to the Chancellor. Then, he can approve the creation of a Grand Army to oppose the Separatists."

The other alien, a spooky-looking woman with a head as bald as Windu's, said nothing, and did almost no movement, though her gaze on everybody was quite intense. She was as silent and implacable as Horus, it seemed.

"Indeed, Mas Amedda," agreed Palpatine, "But what senator would agree to do such a thing at this particular time?"

"If only… Senator Amidala were here," concluded Mas Amedda.

Palpatine nodded.

Jar Jar, of all the people in the room, looked the most thoughtful after what was said.

Lion-O and his friends were uncertain of the meaning of this. What would happen to the rest of the galaxy if this war took place?

* * *

A short while later, in the Senate chamber, the Cats and their allies watched the proceedings from a distance with Mace and Yoda. Representative Binks was speaking at the moment.

"It's a'clear, this is a time of great crisis in the Republic right now," he was saying, "And desperate times call for desperate measures, as we all a'know. And so, mee sa proposing that the Senate grant its emergency powers immediately to the Supreme Chancellor." He smiled well-meaningly.

The senators began to applaud enthusiastically. At least, most of them did. It wasn't hard to tell that some looked less thrilled with this course of action.

"Order! We shall have order!" shouted Amedda, Speaker of the Senate. Sly Moore, the sinister Aide to the Chancellor, was still silent.

Palpatine stood up. He looked sad but committed as he gave his reply to Jar Jar's proposal. "It is with great reluctance that I accept these emergency powers. I love democracy. I love the Republic. The power you give me, I will lay down when this crisis is over."

The Senate applauded again. Palpatine continued. "And as my first act with this new authority, I will create a Grand Army of the Republic to counter the increasing threats of the Separatists."

As the Senate applauded once more, Mace said to Yoda, "It is done, then."

Yoda nodded sadly. It was easy to tell, just by looking at him, that he was not at all fond of war, or even a small battle.

"There's something I can't figure out," said Dobo.

"What's that, Dobo?" asked Panthro.

"It seems a little too convenient that this clone army was being created, and completed, just in time for the Republic to need a new Grand Army. It's as if someone had planned this out."

"We don't have any evidence or proof of anything yet," said Mace, "But if your suspicions are right, I'm willing to bet Dooku has something to do with it."

"Yeah," said Dobo, "Maybe that's it. But it's still too weird."

"I know what it's like to think something's weird," said Lion-O, "I felt that way the entire time Pumyra was with us."

"In the meantime," interjected Yoda, "concentrate on what is happening now, we must. In peril, young Obi-Wan is."

"Yes," said Mace. "I will take all the able-bodied Jedi we have available and go to Geonosis to rescue Obi-Wan and try to stop Dooku's war."

"Visit, I will, the cloners on Kamino," said Yoda, "and see this army they have created for the Republic."

"I think most of my friends want to go to Geonosis, too, to prove ourselves to you in battle and to show that we're loyal to your cause as well as our own," said Lion-O.

"Count me in, too," said Tygra.

"You're not going anywhere without me," said a smiling Cheetara.

"I'll go, to keep you two from distracting each other," said Panthro.

The Fish, the Dogs, and the Birds wanted to help out at Geonosis, too, and said so.

"I, for one, would rather see this clone army with Master Yoda," said Anet. "I would like to see if there is anything existing within these clones that could disrupt the harmony of the universe."

"Same here, Anet," said Aburn.

"It'd be awesome to see a bunch of clone soldiers in action!" said WilyKat. "Can Kit and I go with Yoda, Anet, and Aburn?"

"Please?" implored WilyKit.

"That's not a bad idea, Lion-O," said Panthro, "Especially since I don't want them to get hurt by a massive number of battle droids, as I think they're called, in a fight."

"Yeah, that is a good idea," said Lion-O. "You have our permission, kids. But we're sending Snarf with you, for his own safety as well as for yours. He'll help Anet and Aburn keep an eye on you, so you don't get into trouble."

"Aw, we never get into trouble, Lion-O!" complained the Kittens.

"You know that's not true," said Cheetara. "You kids are natural-born troublemakers."

Kat and Kit groaned, but submitted to Lion-O's wish.

"You know," said Mace, " I just started wondering, where are young Skywalker and Senator Amidala right now? My intuition tells me they might get involved with this, too, even though I commanded Anakin to continue to protect her at all costs."

"Quite possible, it is, knowing Skywalker," said Yoda.

"Master Windu," asked Lion-O, "Who is Anakin Skywalker? And can you tell us more about this Obi-Wan Kenobi, too? For some reason, I feel like I have to know more about them."

"I'll give you a quick history lesson on them while we go to Geonosis," promised Mace.


	2. The Battle of Geonosis

**_The Battle of Geonosis_**

"You see," explained Mace Windu, who was riding with the Cats in the Feliner on the way to Geonosis, "Jedi Master Qui-Gon Jinn, a great Jedi Master who was also something of a maverick, discovered the boy Anakin Skywalker on the desert planet of Tatooine, which isn't very far from Geonosis. He saw great Force potential in the boy, but more to the point, it was Qui-Gon's firm belief that Anakin is the Chosen One of Jedi legend, destined to bring an end to the rule of the Sith Lords and the dark side of the Force and restore balance to the light side."

Lion-O rubbed his chin thoughtfully. "That sounds like something Anet would find very fascinating. I wish he was here to hear it."

"There will be other chances, Lion-O," Ki-Adi-Mundi assured him.

"What is it that makes Anakin this Chosen One, Master Windu?" asked Cheetara.

"It was said that the Chosen One would be stronger and more powerful in the Force than any Jedi or Sith to date," said Mace. "And Qui-Gon realized Anakin was just such a person when his Padawan, or apprentice, Obi-Wan Kenobi, told him that Anakin's bloodstream carries over twenty thousand midi-chlorians within it, more than even Master Yoda or myself, and Yoda and I are often considered the fiercest, most implacable foes of the darkness in the Jedi Order, according to other Jedi."

"What's a midi-chlorian?" blurted out Tygra from the pilot seat.

"Midi-chlorians are microscopic life forms that live inside each living creature's blood cells," said Mace, "They are what connect us to the Force. And the Force is basically an energy field created by all living things. Life creates it and makes it grow, and according to Jedi belief, the Force in turn, creates and sustains life, and when deemed to have reached its end, takes life away. It surrounds and penetrates all of us, and binds the galaxy together, if not the entire universe. If you wish to know more details about the Force, perhaps Master Yoda could explain it better than even I could. And he probably is doing so right now to your Elephant and Kitten friends, I imagine."

"Sounds amazing to me," said Seaji, "I never dreamed there were three mighty powers controlling the affairs of the universe, the Omens, the power of Plun-Darr, and the Force."

"Arguably, that could be four powers if you include the Force's dark side," said Ki-Adi. "You see, there's a light, or good, side of the Force, which the true Jedi serve in order to serve the people of the galaxy, and there's a dark, or evil, side, which the corrupt Dark Jedi and the purely evil Sith use in order to attempt to conquer and/or rule the galaxy mercilessly."

Dobo wolf-whistled. "That's a lot to take in," he remarked. "It's a little deep a subject for the likes of my kind to concentrate on, but as long as I'm on the right side, I don't really care."

"And being a tech wiz myself, I think the Birds wouldn't think very hard about it, either," said Jorma. "The Birds' culture is based on science, education, and technology."

"Oh, but even people who don't directly meditate on the Force _should_ care about it," said Ki-Adi, "There are too many people in the galaxy already who pragmatically disregard the power, or even the existence, of the Force."

"Well, my answer to that would be that not everyone in the universe can be as spiritual as the Elephants, or the Jedi," argued Dobo, "Dogs live for battle and comradeship, and Jorma said that Birds live for tech and knowledge."

"Fair enough," said Mace.

"Whatever happened to Qui-Gon, Master Windu?" asked Lion-O, trying to get back to the subject at hand.

Mace looked down, and his face darkened in its expression. "A mysterious Sith warrior viciously slew him on the planet Naboo, the home world of both Senator Amidala and Chancellor Palpatine, although Obi-Wan managed to slay the Sith shortly afterwards by himself. Qui-Gon died peacefully, however, and he urged Obi-Wan to promise that he would train Anakin in the ways of the Force in his place, and Obi-Wan gave him his word. And for the past ten years, Obi-Wan has done well in training young Skywalker, although the boy sometimes seems a little temperamental and moody for unknown reasons, as if something's always troubling him. Nonetheless, Anakin has incredible skills, even if they have made him a little arrogant."

Lion-O, after hearing this, wondered if that disturbed young man he saw in his vision in the Eye of Thundera could possibly be _the_ Anakin Skywalker the Jedi spoke of. If he could form a friendship, or at least an alliance, with Obi-Wan and Anakin, he really wanted to know what troubled Anakin so.

"How about this Count Dooku you also spoke of?" asked Cheetara. "Who is he supposed to be?"

Mace looked sad. "Count Dooku was once Jedi Master Dooku, a very gifted Jedi in his own right. He was a very honorable man, very good and very principled, though he was a maverick at times, just like Qui-Gon, who incidentally was his own Padawan. He and Qui-Gon were always firmly of the opinion that it is vital for a Jedi to always concentrate on the here and now, and not worry about the past or future at the expense of the moment, something which, to their disappointment, not all Jedi practice, including, I confess, myself."

"Sounds like pretty good advice to me," said Lion-O, "It's important to concentrate on the moment, especially when you have to focus on a single task at a time."

"And how and why did Dooku switch to the side of these Separatists?" pressed Cheetara.

Mace was stone-faced for a moment. "He didn't like the direction the Republic or the Jedi Order are apparently going in," he said at last. "He broadcast a galactic message lambasting the Jedi and the Republic as being corrupt and complacent, and officially left the Jedi Order, embracing his family fortune on Serenno and his hereditary title as Count. Then he started to form a Separatist Alliance full of like-minded people from all over the star systems who either burned to destroy the Republic and replace it, or to simply go their own way. The official name for this movement/government is the Confederacy of Independent Systems, and it's fighting its battles with a massive droid army."

"And now the Lizards, the Monkeys, and the Jackals are also fighting for it," said Lion-O.

"Apparently, yes," said Mace.

"I should warn you, Master Windu," said Panthro, "The Lizard army and their allies are very dangerous. They have plenty of destructive and murderous technology to fight their battles with, including huge, hulking war machines called Warbots. And they're being commanded by four ruthless Animal generals, two of whom are particularly savage and brutal, Slithe the Lizard, Addicus the Monkey, Kaynar the Jackal, and Vultaire the Vulture, former boss of Horus and prefect of the peaceful Avista City."

"Was that primate that attacked Obi-Wan in the hologram this Addicus of whom you speak?" asked Ki-Adi.

"Yes, he was," said Panthro.

"I can see we might have quite a fight ahead of us," said Mace. "Thank you for the warning."

"And just in time, too," said Tygra. "Is that red, ringed planet Geonosis?"

"Yes, it surely is," said Mace. "I'll help you land this ship at a secure location by which we can hopefully take Dooku by surprise."

"Sure thing," said Tygra. "Just point me in the right direction."

* * *

In a few minutes after landing, Mace was sneaking through a corridor with Lion-O and Cheetara toward the balcony where Dooku, the bounty hunter Jango Fett, his son Boba, Poggle the Lesser, and two upset-looking Neimoidians, Gunray and Rune Haako, were watching the skirmish in the arena below between Obi-Wan, Anakin and Padmé Amidala vs. the two surviving arena beasts and several droidekas. Lion-O could see several Monkeys scampering into the arena too, helping the destroyer droids guard the prisoners. It was time to put an end to this.

Silently standing behind Dooku, Mace ignited his violet lightsaber near Jango's throat, startling Boba. Cheetara extended her staff and put one end under Gunray's chin. The Neimoidian cried out and cringed. So did Haako. As Lion-O readied the Sword of Omens, Count Dooku turned around, almost two slowly and casually, as if he had been expecting them.

"Master Windu," he said with an insincere smile, "How pleasant for you and your new friends to come and join us."

Mace didn't smile. "This party's over," he said sternly.

Then, to the surprise and fear of the Geonosian bugs sitting in the stands, Jedi Knights, Padawans, and Masters started showing up everywhere throught the Petranaki arena, igniting their lightsabers. Ki-Adi-Mundi, Plo Koon, and Aayla Secura showed up in one spot. Luminara Unduli and Shaak Ti appeared in another, then Pablo-Jill and Kit Fisto, then Bultar Swan and Coleman Trebor, then Barriss Offee and Agen Kolar, then Eeth Koth and Sora Bulq, and then many more. Lion-O estimated the Jedi numbers at 212 strong. With then appeared the other ThunderCats and all the Animal allies the Cats had made thus far on their journeys. Fishmen armed their harpoon guns. Elephants stomped their giant feet on the ground, shaking up the bleachers. Berbils stood at the ready. Dogs prepared their swords, axes, spears, and other old-fashioned weapons. Ravenmen activated their shock spears, while other Birds wielded high tech weapons of their own that they normally used for self-defense on Avista. Seaji, Ababa, Anet's wife, Dobo, Ro-Bear Bill, and Horus were all ready to fight, too.

"Quite valiant of you, my friends," said Dooku, "But nevertheless in vain. You're hopelessly outnumbered."

Mace said coldly, "I don't think so."

"Neither do I," said Lion-O.

Dooku smiled again. "We'll see."

"Where's Mumm-Ra?" Lion-O demanded. But before Dooku would've given any response, they heard metallic footsteps coming back from whence they came. Large, hulking battle droids with wrist blasters were plodding towards them, firing all the way.

"What are those, Mace?" asked Cheetara as she used her staff to deflect blaster bolts.

"B2 super battle droids," said Mace loudly as he used his lightsaber to deflect blaster bolts himself.

Lion-O did the same with the Sword of Omens. "ThunderCats, HO!" he shouted the ThunderCat battle cry, and magic fire shot out of the War Stone, melting down most of the super battle droids in the corridor.

But then Jango, who had just put his Mandalorian helmet on, fired his own wrist-mounted flamethrower at Lion-O and Mace. Both ThunderCat and Jedi leapt down from the balcony, the Jedi's athletic skills amazing Lion-O as Mace shrugged out of his burning Jedi robe. A second later, Cheetara joined them before Jango could fire at her.

And with that, the battle was underway.

Out of more openings ran numerous more Monkeys, Lizards, and Jackals, firing their blaster guns all the way. A Jedi ran next to the beast known as the Reek, which Obi-Wan, Anakin, and Padmé were riding, and offered each of the Jedi a lightsaber to replace those that had been taken from them. With them the Jedi cut their cuffs off. Lion-O ran over to join them.

"Looks like this is going to be a tough battle, doesn't it?" he greeted them.

The three former prisoners looked at him in surprise. "Who are you?" Anakin and Obi-Wan wanted to know.

"Yes," said Padmé, "You're the second group of smart-looking animals we've seen today that we've never seen before."

"There's no time for explanations right now," replied Lion-O. "If we make it through this battle, I'll explain later."

Padmé nodded reluctantly.

"He's right," said Obi-Wan, "What matters now is that we focus on this battle."

"You're right, Master," said Anakin. "Don't worry. My Jedi intuition tells me which animals are our allies and which ones are our enemies."

"Very good, Anakin," said Obi-Wan, "So does mine."

More droids, Lizards, etc. marched out to battle. Soon enough, out came Slithe, leader of the Lizards, bringing with him a host of droids as well as his own kind to fight. He crossed blades with Lion-O, hoping to take out the Cat Lord right away, but Lion-O shoved him away from him. Jedi and Animals cut down enemy Animals and droids everywhere, but evidently, even the bad shooting skills of the lame B1 battle droids was enough to take down several of the less skilled Jedi.

Kaynar came running out with some more droids and Jackals. Curiously, one marching droid, or rather, stumbling and shuffling droid, seemed to have the head of a B1 and the body of a protocol droid. The droid itself also seemed confused. It said to itself, "My legs aren't moving. I must need maintenance."

Kaynar leered at the droid. Tygra believed that the scoundrel Jackal was imagining the possibilities of what he could do to such a pathetic droid. It didn't lighten his present mood. He faced Kaynar in battle.

"Ooh," said Kaynar, "Looks like it's time to play around with my old friend, the _meaty_ Tiger, once again!" He licked his lips in anticipation.

Tygra gave a defiant grin of his own. "You won't get me that easily this time, Jackal slob," he said threateningly.

"Oh, boy," Kaynar said, swinging his axe at the Tiger Cat, "This is gonna be the most fun I've had since coming here!"

Meanwhile, Lion-O got in a tussle with Slithe, which was made extra difficult by the beastly reptilian Acklay that was still screaming and wandering the arena.

"How can that thing survive all these lasers and blades flying every which way?" he wondered aloud.

"Must have the same talent I do, Cat," hissed Slithe, "It's good at self-preservation."

"Exactly what makes you a coward, Slithe!" proclaimed Lion-O.

"Don't play righteous with me now, Lion-O!" yelled Slithe. "This is a battle, not some stinking conference!"

"Playing righteous is what a good Lord of the ThunderCats has to do, reptile," said Lion-O defiantly.

Obi-Wan Kenobi came over, presumably to help. "Do you need a hand with this slimy creature, friend?" he asked.

"I could sure use it right now," said Lion-O gratefully.

"No problem," Slithe hissed. "I'll just blast you all the way to Third Earth!" He fired the blaster attachment on his axe at the Jedi.

But just like Mace before him, Obi-Wan deflected every bolt with ease. Then at the right moment, he dived in and cut Slithe's weapon in two.

The Lizard stared in disbelief. He didn't know a pure plasma blade could do that. He shouted at several nearby Lizards, "Khamai! Sauro! Kask! Attack these things!"

The Lizard trio soon were fighting Obi-Wan and Lion-O to the best of their ability.

Out of another gate marched Addicus with a bunch of Monkeys, B2s and B1s. Probably to his irritation, one battle droid, with a protocol droid's head and a high-pitched but nonetheless masculine voice, was exclaiming, "What's this?! A BATTLE? My goodness! There must be some mistake! I'm programmed for etiquette, not destruction!"

Addicus growled and set upon some of the smaller Birds at the battle while his troops proceeded to fight. A Crane was assaulted from behind by him, and he broke the poor Bird's long neck. Then, he bent over to start eating it. But then, three Ravens, along with Jedi Agen Kolar and Bultar Swan, attacked him to stop him from dishonoring the bones of the dead Crane. The Ravenmen stabbed him with their spears, while Bultar, an acrobatic fighter, leapt into the air and hammered Addicus with quick kicks. Kolar then held his blade at the ready and gave the Monkey barbarian a deadly look.

Addicus snarled. "Fine. I'll go find someone else to eat."

Kolar was not impressed, and tried to strike down Addicus, but the Monkey used his opposable feet to grab Kolar's ankle and throw him into Bultar and the Ravens all at once. Then he ran off to another part of the battlefield before they recovered.

Cheetara stopped him. "Going someplace, simian?" she mocked.

"Yes," he replied, "Somewhere where you don't belong."

Cheetara glared at him. "You're not eating _anybody_ in this arena, barbarian."

Addicus laughed. "I beat you once, cleric," he sneered, "I can do it again."

Cheetara smiled. "We'll see." She ran at Cheetah speed behind Addicus and hit him in the back of his head with her stick. Addicus snarled again, this time in pain.

"Discipline doesn't always win the way, she-Cat," he said.

Out of one last gate came Vultaire, the last of Mumm-Ra's generals, and behind him came a surprising host of Animals. They were more Birds! But these were not of Avista. They were dressed differently, like maybe the Birds of the Bird Nation. The good Birds of Avista stopped and stared.

Vultaire looked as arrogant as ever. "Yes," he said, in answer to their questioning looks, "I managed to recruit some Birds from the other nation of the Birdmen species to join Mumm-Ra's cause. Quaint, is it not, that I chose the less technically advanced faction of Birds to join the CIS? Well, let's just hope you Birds of Avista can tell friend from foe from now on."

Horus fired an electric jolt from a shock spear at Vultaire, evidently teed off at his former boss for betraying Avista. Many Ravenmen crowded near Vultaire, too, though many of the other Avistans looked uncertain about fighting their own kind.

"Those Birds are the enemy for now. Attack them. They must not defeat us or the Cats or the Jedi!"

The Cats were startled. It was Horus who had spoken. They thought he only ever cooed to communicate. Panthro looked at a Raven with a questioning look.

"No, I didn't say Horus never talks," he replied, "Horus will speak when it's truly necessary, though his sentences are usually short and to the point."

"Oh," said Panthro.

Vultaire got up, shaking off the pain of the attack. "Well? Attack, you fools!" he said to the Bird Nation Birds. They did.

The battle continued to rage as Panthro decided to engage Vultaire in combat. The Fishmen shot many Lizards through the heart, as well as many droids through their CPUs, which were in their torsos instead of their heads, curiously. The Elephants stomped their feet, shaking up many battle droid formations, and sometimes squashed some of the B1s. The Birds on both sides fought with a sense of uncertainty, yet commitment. Ro-Bear Bill and his fellow Berbils transformed into robotic "bowling" balls and rolled around the arena, knocking down more droids and enemy Animals. Dobo and his Dogs ferociously hacked and smashed droids as the Jedi continued to cut down the mechanical soldiers and Lizards.

Padmé had gotten her hands on a battle droid's blaster and was in the battle too, shooting foes with amazing accuracy. Nothing could stand before Anakin Skywalker as he passionately fought along with the other Jedi.

The Neimoidians had been cringing the entire time, sometimes almost getting hit by a stray blaster bolt. A Jedi Master named Coleman Trebor leapt up onto Dooku's balcony and tried to engage him in battle, but Jango surprised him with his twin blasters and shot him to death, sending him falling over backwards down to the arena below. Dooku smiled almost admiringly as Jango spun one of his pistols on his finger before holstering it again.

Nothing could stand before Mace Windu either, from the looks of things, as he chopped up everything that came his way. Jango saw this guy as a real challenge, and activated his jetpack, flying down to the ground below. He fired his blasters at Windu, which the Jedi blocked easily again. Soon, however, he got close enough to possibly land a shot too close for the Jedi to block in time.

But then, Panthro, who had just subdued Vultaire for the time being, saw the danger Mace was in, and swung his nun-chucks at the bounty hunter. Jango easily dodged it, but Panthro sensed before he did that the beast called the Reek was still busily rampaging around the field, and it was on a collision course with him and Jango. He jumped out of the way and whacked the back of Jango's jetpack with one nun-chuck, causing it to malfunction. Jango hit the ground, and the Reek began to trample him. Somehow, he didn't break any bones, but the jetpack was broken, and he couldn't fly any more. He got to his knees and blasted the Reek in a vital spot with one of his blasters, killing the mad animal.

Soon, he noticed that Windu was ready to fight again, and he shot his blasters at him again, but Windu continued to deflect the bolts like an expert. Jango attempted to take off again, but his jetpack failed him, and as Panthro knocked one of his blasters out of his hand, Mace Windu swung his sword at Jango's neck.

A moment later, Jango's helmeted head rolled on the ground, and the rest of his body fell slack.

Dooku looked a little regretful at this sudden turn of events, but Mace and Panthro didn't. Little did Jedi or Cat know that in an alcove high above, a safe distance from the battle, Boba Fett had seen his "father's" death in action, and was moved to sadness, from which came secret anger and a desire for revenge.

A stray blaster bolt deflected by a Jedi effectively shot off the battle droid head from the protocol droid, causing it to collapse on the ground. Elsewhere, the droid with the protocol droid head was saying, as it fired from side to side, "Die, Jedi dogs. Oh! What did I say?"

Horus and the amphibious Jedi Master Kit Fisto were nearby as he said this. Horus found this mixed-up pest to be very annoying and gave it a light shock with his spear, stunning it for a second.

"Aaahhh!" the droid cried out. "Oh, I'm terribly sorry about all this!"

Kit gave the droid a gentle Force Push to the ground and made a busted super battle droid fall on top of him, pinning him down. Kit then grinned disarmingly.

Horus just cooed in disgust. Evidently, even the Birds did not love all technology.

"Uh, excuse me, I've fallen and I can't get up," the droid said helplessly.

More and more Jedi were being shot down by the battle droids, the Lizards, the Monkeys, and the Jackals, as well as the bad Birds. Animals on both sides kept falling from time to time, too. Tygra had finally managed to outwit Kaynar and knocked him down for the count. Lion-O and Obi-Wan were making progress with Slithe's reinforcements, and so was Cheetara with Addicus. In the meantime, Anakin had a brief moment with Padmé, as a super battle droid impatiently knocked aside a smaller battle droid in its eagerness to blast its enemies, and asked her, "You call this a diplomatic solution?" He smiled.

Padmé smiled back. "No, I call it aggressive negotiations." Then they continued to fight on, even though the Jedi forces were starting to be pushed back.

The stubborn Acklay was still wandering the field, seemingly impervious to all the battle going on around it. But that ended as it stepped up behind Obi-Wan and Lion-O, who had just managed to ward off their Lizard foes. Lion-O yelled, "ThunderCats, HO!" The Eye of Thundera blazed with sudden fire, blinding the Acklay. Then, Obi-Wan hacked at its front claws, crippling it, and finally drove his lightsaber into the creature's head, to finish it off.

There was one other who didn't seem to be affected by the conflict around him. A cute-looking little droid shaped like a blue-and-white barrel with a domed head the same colors, wheeled out from out of nowhere and over to the protocol droid's head. He proceeded to detatch the head from the battle droid's body.

"Artoo-Detoo!" the protocol droid exclaimed, "What are you doing out here. What is going on? Ouch! Watch what you're doing!"

The head popped off, and R2-D2 used a suction cup on a cord to drag the head over to the protocol body.

"Oh, now where are you taking me?" the droid protested. "Oh, this is such a drag!"

Artoo brought the head all the way to the neck of the body and started to re-attach it, slowly.

"Oh, do be careful, Artoo!" the droid complained. "Oh, is my head on straight?"

The battle was beginning to wind down by now. Countless Jedi had been cut down mercilessly by the enemy onslaught. Many Animals lay dead on the battlefield, as well. However, before the last of them could be finished off, Count Dooku gave a signal for the droids and their Animal allies to stop firing, and they all obeyed.

Lion-O and the Cats stopped fighting and looked around at the carnage. So did the Jedi. All the Cats still lived, and most of the Animals did, too, but the Jedi had been reduced to no more than give or take two dozen left. It didn't look good for them.

 _And we only just got here, too,_ Lion-O thought to himself.

"Master Windu," said Dooku, "You and your friends have fought gallantly. However, I would think it unwise to spend any more fruitless efforts in trying to defeat my superior firepower. Surrender, and your lives will be spared."

Mace's reply was adamant. "We will not be hostages to be bartered, Dooku!"

Dooku feigned sadness. "Then, I'm sorry, old friend."

He gestured again for the droids, the Lizards, and their generals to get ready to attack again.

"I ask you again, Count," said Lion-O, "Where's Mumm-Ra? And Pumyra?"

The Count ignored him as if he hadn't just asked that.

"Who's Mumm-Ra?" asked a confused Obi-Wan.

"Yeah," said Anakin, "And who's Pumyra, too?"

But before anything could be said or done, shadows began to descend on them from above, rather large shadows.

"Look!" shouted Padmé. They all did.

Down from the sky, a dozen or so high tech gunships were descending into the arena. On one of them was Yoda, Anet, Aburn, Snarf, and the ThunderKittens, who did not look happy to see the mess of battle down below. And in that gunship, as well as every other one, were hundreds of lookalike men dressed in matching white plastoid armor, black body gloves, and white helmets with T-visors.

The clone army had arrived.

"We've gotta get them out of there, Master Yoda!" said WilyKat.

"Get them out of there, we will," Yoda assured him. Then he shouted, "Around the survivors, a perimeter create!"

The obedient clone troopers started to form said perimeter around all the Jedi and Animal forces, and the gunships began to fire their laser cannons and turret guns at the Separatist forces. They cut down most of the remaining Lizards, droids, etc. in the Petranaki arena, although Slithe, Addicus, Kaynar, and Vultaire still managed to escape. Some Lizards and droids remained behind to fight the clones to the bitter end.

"Master Yoda!" shouted Obi-Wan.

"Anet!" shouted Lion-O. "Kittens!"

Yoda had just noticed that Dooku had slipped away in the confusion. "Hurry, we must! Getting away, Count Dooku is!"

"That's right," said Panthro. "And it looks like we have an all-out war to fight, too."

The last of the Geonosian audience fluttered away as the Republic forces got ready to leave the arena. Jedi, Cats, and others leapt aboard the gunships as quickly as they could. Mace, Kit, and Ki-Adi got on Yoda and Anet's gunship. Anakin, Obi-Wan, and Padmé got on another one with Lion-O and Tygra. When Cheetara and Panthro got on Yoda's gunship, Cheetara said to the Kittens and Snarf, "You three stay in the arena for now. Make sure everyone left behind gets out all right, and protect them at all costs."

Kat and Kit pouted. "You're just saying that because you think it's too dangerous for us out there," said Kat.

Snarf meowed hopefully.

"It _is_ too dangerous for you, kids," said Panthro firmly, "We're giving you a task that you _can_ handle while the rest of us handle the dirtier work. We don't know yet how an all-out battle is going to affect you kids, or even if you'll survive it. Now do as Cheetara says, all right?"

Kit and Kat looked glum, but they conceded. "As you wish, Cheetara," said Kit.

They then got off their gunship with Snarf and began to check out the arena and the mess left behind within it as all the gunships and their crews flew into the wilds of Geonosis and into the first official battle of what would be called the Clone Wars.

The first thing they noticed was that a stubby little droid had just fixing another droid's head back on his body. They walked up to greet him.

"Hi, little guys," said Kit. "How're you doing?"

R2-D2 swiveled his domed head and whistled and beeped. C-3PO sat up and turned his own head in surprise. "Oh, I didn't realize we were not alone. Hello there, children."

"Pleased to meet you," WilyKit grinned. "I'm WilyKit, and this is my twin brother, WilyKat."

"A pleasure,' said Threepio. "I am See-Threepio, Human-Cyborg Relations, and this is my counterpart, Artoo-Detoo."

Artoo beeped happily.

"You're so cute," said Kit.

Threepio then said, "I wonder what just happened in here? I just had the most peculiar dream."

Kit giggled. "Good to see a droid with a sense of humor, isn't it, Kat?" Kat didn't answer.

"Kat?"

She soon noticed that WilyKat was staring nervously at another kid who was in the arena with them. Boba Fett was holding the still helmeted, severed head of his father, and it looked like he was so angry that he would never forget or forgive.

"I don't like the looks of that kid, sis," said Kat.

Kit glanced at Boba. The clone son of Jango looked up and glared daggers at the Kittens and the droids, as if saying, "Don't even _think_ about messing with me."

Snarf cringed slightly. He found Boba's glower very intimidating, evidently.

"I guess we'd better leave him alone, bro," said Kit. "Let's just find a way out of this stinky arena with these droids. I have a feeling somebody good is looking for them."

"Sounds like a good idea to me too, Kit," said Kat.

Snarf couldn't agree more.

* * *

Meanwhile, within the fleet of gunships, the Cats and their allies could see the impressive-looking spacecraft the clones had come in. Like the Jedi starfighters, they were wedge-shaped, and had a tower-like structure at the back called a bridge. They were called _Acclamator_ -class assault ships, or Republic Assault Ships, and they could each carry several hundred thousand clone troopers into battle. The gunships themselves were no less impressive, either. Rectangular, they had sleek, streamlined curves at each corner and wall joint, and they had downward-facing wings with missile launchers, as well as turret laser guns outside the sliding doors. These new Republic Gunships were called Low Altitude Assault Transports, or LAATs.

The Ravens had gone back to their SkyCutters to help the gunships fight in the skies, while the other Republic Animals rode in the gunships. Even now, Yoda was concerned about what Dooku might do next.

"If Dooku escapes, rally more systems to his cause, he will," he said to Mace and Anet.

"I agree with that," said Anet, "And I hope we can catch him, because my intuition tells me that if we do go to war, it will tear the galaxy apart by the time it is over, and perhaps the balance not only of the Force, but of the universe itself, too."

"Quite possible, yes," said Yoda. "Disembark over there, we must, Master Windu," he said to Mace, indicating an assembly area not far from their flight pattern.

Mace nodded. "Pilot!" he shouted to the clone pilot in the front of the gunship, "Land in that assembly area!"

"Yes, sir," the pilot said obediently and without question.

"I am already quite impressed by how obedient these troopers are," said Aburn.

"Trained to obey orders without question, the cloners on Kamino said they are," said Yoda.

"Good," said Aburn, "Maybe we can trust them to stay on our side, then."

At one point, Mace and Ki-Adi got off the gunship with Aburn and had a brief discussion with a clone trooper captain who wore armor with a red stripe painted on each side. Yoda and Anet moved on to another destination, where a clone commander with yellow stripes explained the military muscle of his corps' forces to the old Jedi Master.

"Very good," said Yoda, who sounded only half-sincere, "Very good."

"We shall soon find out exactly how good it truly is," mused Anet.

Battle raged all across the plains of Geonosis. The forces of the Republic and the forces of the Confederacy were en masse. The Republic gunships released a torrent of green laser fire upon the Separatist Droid Army. Another kind of gunship was landing massive walking tanks called All Terrain-Tactical Enforcers, or AT-TEs, to fight on the ground. ThunderTanks, SkyCutters, and the Feliner supplemented them on the ground and in the air. The Separatist droids and Animals, in turn, marched with Dwarf Spider Droids, Homing Spider Droids, and hoop-wheeled Hailfire Droid tanks. Clone troopers fired on the droids with their DC-15 blasters, firing blue blaster bolts, while the droids' E-5 blasters fired red ones.

The massive cannons and turbolasers of the AT-TEs smashed many Spider Droids to pieces, but other Spider Droids tore apart the clone infantry relentlessly. Fish, Ravens, other Birds, Elephants, Dogs, and Berbils fought head to toe with Lizards, Monkeys, and Jackals, trying to help the clones understand the creatures they were fighting against at the same time. A Hailfire Droid shot a torrent of missiles at the clone army, and it hit the cylinder beneath an AT-TE, effectively destroying it.

Mace Windu and other Jedi directed special superlaser cannons called SPHA-Ts to concentrate their fire on the escaping Trade Federation and Techno Union Core Ships, on which the living Separatists and substantial military forces were getting away. Dobo, Jorma, and some of the Birds were shown how to use the technology by the clone troops, and they were able to take down many Core Ships, but before long, many more of the enemy ships managed to escape intact. Word also came in that Mumm-Ra's Animal generals and the Separatist Council had just escaped in a private Neimoidian shuttle.

It didn't look good to the Jedi or the Animals. It looked like they might have to fight a big galactic war after all.

* * *

On one gunship, Anakin, Obi-Wan, Padmé, Lion-O, and Tygra were searching for Dooku, since Yoda and Mace were presently busy elsewhere. They were also helping to shoot down some of the Trade Federation and Techno Union ships. Anakin instructed the co-pilot to aim right above the fuel cells. The clone obeyed, and soon, the Techno Union ship in question was exploding. Obj-Wan complimented his Padawan's intelligence. So did Lion-O and Tygra, who were sincerely impressed by this young Chosen One.

Ultimately, they found a Geonosian speeder flying through the air. Dooku was piloting it. Two Geonosian fighters flanked him.

"It's Dooku! Shoot him down!" he ordered the pilot.

"We're out of rockets, sir," the pilot reported.

"Follow him, then!" Anakin said.

"We're going to need some help," said Padmé.

"There isn't time," said Obi-Wan, "Anakin and I can handle this!"

"So can we," said Lion-O, meaning himself and Tygra.

"You?" said Obi-Wan in surprise, "But you don't know Dooku, unless I'm quite mistaken."

"Not very well," said Tygra, "But you don't know Mumm-Ra. And if his Lizard army and its savage generals are here, fighting in this battle, you can bet Mumm-Ra's likely to be here, too."

"I _know_ Mumm-Ra's here," said Lion-O. "He _has_ to be. And where he goes, Pumyra can't be far away."

"Who exactly are Mumm-Ra and Pumyra, anyway?" Obi-Wan wanted to know.

"I guess there's no better time to explain it than the present," said Lion-O, "because you need to know what you're up against when you go to face Mumm-Ra."

During their talk, they hadn't noticed that Dooku had ordered one of his wingmen to drop behind the gunship and take it down. The insect pilot moved into position and fired. The gunship was just grazed, but Padmé and a clone commander fell out and onto the warm sand below, unconscious.

"Padmé!" Anakin screamed. "Put the ship down!"

"No!" said Obi-Wan, "It's still imperative that we catch Dooku before he can get away. Keep following that speeder!"

The clone pilot obeyed Obi-Wan. The rear gunner shot down the pursuing Geonosian fighter.

"Lower the ship!" insisted Anakin, getting a little angry.

"Anakin, calm yourself and think!" Obi-Wan shouted. "The mission comes first! I need you! If we can catch Dooku and this Mumm-Ra character, we can end this war right now! We have a job to do!"

"I don't care! Put the ship down!" Anakin yelled.

"You will be expelled from the Jedi Order!" Obi-Wan yelled back.

"I can't leave her!" Anakin insisted.

Lion-O and Tygra watched this display of words and heated emotions with astonishment. Obviously, Anakin was a very passionate man who cared greatly about certain people. And he and Obi-Wan didn't always get along, too. They briefly wondered how well Qui-Gon had gotten along with either of them.

"Come to your senses, Anakin!" Obi-Wan demanded, "What do you think Padmé would do if she were in your situation?"

Anakin was speechless for the first time. His face contorted with a mess of conflicted feelings and thoughts. Finally, he admitted, reluctantly, "She would do her duty."

"As should we," said Obi-Wan. He turned back to Dooku's speeder as Anakin continued to look a little frustrated.

"What was that all about?" Lion-O asked Obi-Wan.

Obi-Wan looked down. "It's a long story. I think I'll explain it another time. Meanwhile, tell us what you know about this Mumm-Ra."

* * *

On the ground below, the battle was beginning to wind down, and it seemed that there was finally some good news. A clone commander said to Yoda, "The droid army is in full retreat."

"Well done, commander," said Yoda, "Bring me a ship."

"I will go with him," said Anet.

"Yes, sir," said the clone.

* * *

Dooku finally reached his destination, an opening in a cliff where he was probably hiding his getaway ship. He flew straight inside. When the gunship caught up, Obi-Wan, Anakin, and the Cats jumped off and ran inside. Behind them, as the gunship started to fly off, Dooku's other Geonosian wingman blasted it out of the sky.

Inside, the first things they saw were a luxurious-looking Geonosian starship called the Solar Sailer, and a pilot droid that promptly wheeled up the ship's ramp to ready the ship for takeoff, though probably also because it didn't stand a chance in battle against the Jedi or the Cats. The next thing they saw was Count Dooku, who turned to face them as they approached. And finally, there was an all too familiar (to the Cats) figure, dressed in a red robe and mummy wrappings, and with red glowing eyes.

Obi-Wan and Anakin stared at him for a long moment. "Lion-O," asked Obi-Wan, "is that…?"

"Yes," confirmed Lion-O. "Mumm-Ra."

* * *

 **A/N:** The rest of the details of the Battle of Geonosis will be chronicled in chapter 2 of **Plun-Darr Joins the Confederacy**.


	3. Like Fire Across the Galaxy

**A/N:** I predict that for the rest of this ThunderCats/Clone Wars chronology, **"Thundera Joins the Republic and Jedi"** will have more and longer chapters than **"Plun-Darr Joins the Confederacy"** most of the time, because with the possible exception of _Revenge of the Sith_ , the Clone Wars time period concentrated more on the Jedi/Republic point of view than it did on the Sith/Confederacy perspective. I just thought I should mention that for those who are following these stories.

* * *

 ** _Like Fire Across the Galaxy_**

The Battle of Geonosis was over. Back on Coruscant, Obi-Wan Kenobi, mostly healed of his wounds, was discussing with Mace, Yoda, Anet, and the Cats what he had heard Dooku and Mumm-Ra say regarding Darth Sidious.

"Do you believe what Dooku said about Sidious controlling the Republic?" he asked them. "It doesn't feel right."

"Hmm," said Yoda, "Trust Dooku, we cannot. Lies, deceit, the way of the dark side, that is."

"Nevertheless," said Mace, "I believe we should keep a closer eye on the Senate from now on."

"I agree," said Yoda.

"Hearing that another evil being might be controlling the side we've taken doesn't bode well for the Cats, either," said Cheetara.

"On your side, the Jedi always will be, noble ThunderCats," Yoda assured her.

"Besides," said Tygra, "they can't throw anything at us we haven't been able to handle before."

"I wouldn't get too confident if I were you, Tygra," said Panthro, "If Dooku was serious, this Sidious is probably more dangerous than even the Soul Sever."

"That's what bothers me too," remarked Lion-O.

As if to change the subject, Mace asked Obi-Wan, "Where is your apprentice?"

"On his way to Naboo, escorting Senator Amidala back home," answered Obi-Wan.

"Yes," said Lion-O, "Snarf and the Kittens really wanted to go with them, so we let them to get them out of our fur for a little while. They said something about wanting to get better acquainted with a couple of 'cute droids' that apparently belong to Anakin and the Senator."

"I have to admit," said Obi-Wan, "If it hadn't been for the clones, the battle would not have been a victory."

"Victory?" said Yoda with sad skepticism. "Victory, you say, Obi-Wan? Nay, not victory. The shroud of the dark side has fallen. Begun, the Clone War has."

"I sense it, too, my friends," said Anet. "We may have won a battle, but we are far from winning a war, and my meditations tell me that this one will tear the fabric of harmony apart like no other. Beware! Mumm-Ra may have a greater advantage over us than we know, even if you do find the Soul Stone before he does."

The Cats exchanged anxious glances. They obviously didn't like the sound of this at all, not even Tygra, who took it the least seriously.

* * *

Outside the Senate building, Supreme Chancellor Palpatine and his Loyalist senators, including Bail Organa, and Horus the Pigeon, watched as thousands of clone troopers marched into _Acclamator_ assault ships to be sent off into war to battle the Separatists. Many Ravenmen entered the ships with them. They had volunteered to supplement the clones in the battles to come, since the Birds on Lion-O's side were the most plentiful of the Animals on his side.

The assault ships took off into the depths of space, while countless more clone troops stood by, ready to enter more ships, while others were assigned to defend the galactic capital itself. As they watched what was happening, Bail and Horus looked down and not very happy with what was taking place, while all the other senators looked on with anticipation, or even glee, as was the case with Ask Aak and a few others. Palpatine's feelings were unreadable. Bail and Horus, alone of those on the balcony, seemed to foresee the inevitable darkness that was to come.

And on Naboo, as C-3PO, R2-D2, Snarf, and the ThunderKittens looked on, Anakin Skywalker and Padmé Amidala were secretly married to each other by a Naboo holy man.

The Kittens were always amused by displays of soft, mushy emotions, but this time, they held their tongues, knowing better than to interrupt the moment, because Anakin and Padmé considered this moment a very special one. Snarf looked on with a little trepidation as Anakin took Padmé's hand with a mechanical hand, to replace the arm Dooku had cut off on Geonosis. Threepio and Artoo merely stood by and watched. It was hard to read the thoughts of a droid, but they were plainly moved by this scene of deep love too.

After Anakin and Padmé kissed, they looked off into the Naboo sunset, with hope, and at the same time concern, for their future, as a Jedi marriage wasn't allowed in the Jedi Order because of the rule of no attachments. It was clear that they could be walking down a dark path, but their love was too strong for them not to walk down it.

* * *

 _"Like fire across the galaxy, the Clone Wars spread."_

Battle are fought all over the galaxy in the early months of the Clone Wars. Yoda rides a kybuck toward an embattled city. Shaak Ti leads gunships into battle against a superior force of super battle droids and homing spider droids. Cheetara, Dogs, Fishmen, and Birds help the clones fight, while Lizards supplement the droids. Saesee Tiin, one of the best Jedi fighter pilots in the galaxy, drops seismic charges on the droid forces to destroy more of them.

 _"In league with the wicked Count Dooku, more and more planets slip."_

Count Dooku shakes hands with a Quarren leader named Tikkes, and together they forge the Quarren Isolation League. Starfighters and SkyCutters engage each other above the mountains on a planet. Luminara Unduli and Barriss Offee defend themselves from some droids. Kit Fisto swims underwater with clone SCUBA troopers to fight underwater Separatist forces on Mon Calamari. Mace Windu single-handedly fights droids on Dantooine. Clone forces shoot their DC-15s on many worlds.

And everywhere, the ThunderCats and their Animal allies support them in every endeavor.

 _"Against this threat, upon the Jedi Knights and the ThunderCats, falls the duty to lead the newly formed Army of the Republic…"_

The Cats leap into battle with their new close friends, the legendary Jedi, Obi-Wan Kenobi and his Padawan, Anakin Skywalker.

 _"…And as the heat of war grows, so too grows the prowess of one most gifted student of the Force."_

Anakin shows that nothing can stand against him, but as he fights, we can tell that in his eyes burn a secret anger and a zest for battle.

* * *

In the Chancellor's office, Obi-Wan, Lion-O, Anakin, Tygra, and Yoda were discussing the state of the war and an upcoming mission with each other and Supreme Chancellor Palpatine.

"There are plans to make more and better clone troopers," explained Palpatine, "I believe you are familiar by now with the ARC troopers?"

"Yes, we are, Chancellor," said Obi-Wan, "They are elite, independent soldiers who can carry out special missions alone as well as fill the command gap between Jedi Generals and the regular clone troopers."

"Hmpf," said Yoda, "Like the sound of Jedi Generals, I do not. As peacemakers, the Jedi were intended, not generals. Too few in number are we, besides. Agree with me, Anet does, that this will take us down a dark path in the end."

"I don't like it any more than you do, Master Yoda, believe me," said Palpatine, "But for now, we have little choice. Ordinary people are less suited at this point to lead so many valiant troops into battle, even with the Ravens, other Birds, Dogs, and Fishmen supporting them."

"I'm not so sure I would agree with that, Chancellor," said Lion-O, "The Animals are excellent and loyal fighters, and I would think that they, too, could lead your forces into war."

"Too true," said Palpatine, "Too true. But we still need the Jedi as well. They have amazing powers of their own with the Force, and think of what the Force could do to devastate those troublesome Separatists. Now, to get back to the subject I was talking about before," he said before anyone could interject again, "An ARC trooper named Alpha is stationed on Kamino right now, and he is training about one hundred clone commanders to become ARC commanders, who will each be assigned to lead an elite clone unit and serve under a Jedi General. It's Alpha's belief, as well as the Senate's, that they will bring a new sense of creativity to the Grand Army in battle, because he's training each of them to be an individual with his own style of handling combat and leading his forces."

"I hope they'll have names," said Anakin, "In the middle of battle, 1456728 doesn't always come right to mind, and besides, a name might make them feel even more individual."

"I agree with Anakin," said Tygra.

"Yes," said Palpatine, doing push-ups with his fingers, "Alpha is strongly considering that. He will probably come through on that desire."

"In the meantime, Chancellor," said Obi-Wan, "there is some concern about Separatist affairs on the planet Muunilinst. Clone intelligence reported that the Banking Clan is hiding huge factories on their base world, building huge droid armies and massive warships. We must act quickly."

"I agree," said Palpatine, clicking his fingertips together. "But who to send? Master Windu still fights on Dantooine."

"Lead the assault, Master Obi-Wan can," said Yoda.

"My army is ready, Chancellor," said Obi-Wan, "We can leave immediately."

"I'd like to help, too, Chancellor," said Lion-O, "We have a group of ARC troopers led by a captain named Fordo, which he is thinking of calling the Munnilinst 10. And some Ravenmen are willing to lend a wing to Fordo and his troops, and Fordo accepted their offer."

"Yes," said Palpatine, smiling, "That sounds like a good idea to me. And perhaps you should take young Skywalker as well. I suggest that we give him special command of your space forces. His _exceptional_ skill will be quite useful."

Tygra blinked. "Uh, pardon me, Chancellor, but I also have _exceptional_ skill as a pilot. My extinct ancestors were pilots in the distant past, and flying feels natural to me." He grinned.

Palpatine thought about it for a moment. "Very well," he said, "Perhaps both Tygra _and_ young Skywalker will do an excellent job of leading the space forces in this battle." Anakin smiled.

Obi-Wan stood up and said, "Chancellor, I feel that Padawan Anakin is not yet ready for such responsibility."

Lion-O couldn't help noticing that Anakin's smile had changed to a slight frown as he looked at Obi-Wan.

"True," agreed Yoda, "With his Master, a Padawan's place is. But undeniably strong, he has become. Perhaps-"

"Then it is decided!" said Palpatine, sounding satisfied. He meant, of course, that Anakin _would_ be going along to fly in the space battle. Yoda and Obi-Wan frowned uneasily at each other for a moment. Lion-O and Tygra shrugged at each other, still not sure what to make of this exchange of words and facial expressions.

* * *

Clone troopers marched in perfect synchronization up the ramps to their _Acclamator_ -class assault ships. AT-TEs and SPHA-Ts plodded up the ramps, too. Gunships were loaded into the hangar bays.

Recently, the clone pilots had been provided with their first class of starfighters, a fleet of ships shaped similarly to the Chancellor's personal shuttle, with two wings pointing downwards at a 45 degree angle and another pointing straight downwards directly below the ships' underside, called V-19 Torrents. They climbed aboard, readied for takeoff, and the ground staff gave them the a-okay.

Before going onboard one of the assault ships, Obi-Wan and Lion-O watched this process from above for a few minutes. Obi-Wan pulled back his hood, shook his head, and said to Lion-O, "I doubt even Master Qui-Gon could've prepared a Jedi for this."

Lion-O replied, "I doubt if even my father Claudus, or Jaga the Wise, could've prepared me or the other ThunderCats for a war on this massive scale, either."

For the mission, Anakin and Tygra were each flying a personal starfighter as commanders of the Republic fleet. Anakin's ship had an astromech droid other than R2-D2, because Anakin was flying his first space battle in a massive war, and he didn't want to risk losing Artoo while he still needed to learn to adapt to the way the Separatist starfighters fought. As he took off, he saw his close friends, Artoo and Threepio, watching from a window, and Senator Padmé, too. They looked sadly at each other for a moment, and pressed a hand against their respective glass windows in goodbye. Then, before Tygra could ask him why he was stalling, Anakin joined him in following the fleet into hyperspace.

* * *

In hyperspace, Obi-Wan and Lion-O addressed the Muunilinst 10, Captain Fordo, and their Raven backups.

"ARC troopers. Ravenmen. You have been selected for this task because you are the best, the elite. You all know what to do. The success of your mission is our key to a swift victory. When you get into position, send word as planned. Then, we will join you."

The Jedi and Cat then left the room. Next stop, they went to the hangar bay, where Anakin was doing some mechanic's work on his ship, and Panthro was helping Tygra do the same with his own.

"I'd say this is gonna be a pretty winnable battle, don't you think?" said Tygra.

"Don't get too cocky, Tygra," advised Panthro, "We're all going to have our hands full on the surface. You and Anakin have got to make sure that the Separatists don't gain the upper hand in space, or the ground battle won't matter too much in the end."

"Relax, Panthro," said Tygra, "The only reason I didn't do a good job at Avista is because first Vultaire didn't train his fleet very well, and then he betrayed both us and his own people when Mumm-Ra scared him stiff."

"Just be careful, is all we're saying," said Cheetara, "I don't want this battle to end and then we find out that you were shot down, okay?"

"Relax, babe," said Tygra, winking, "Have I ever let you down before?"

Cheetara shook her head and smiled. "That's a rhetorical question, isn't it?"

Tygra kissed her. "You could say that."

Anakin noticed their kiss, and a tiny note of envy went through his heart. _Why can't Padmé and I love each other that openly?_

Obi-Wan walked over to check on Anakin. Anakin sensed this and said, "Master, I know you don't think I'm ready for a command of my own, but I _am_ the best pilot in the Order! Chancellor Palpatine knows it. I don't know why you can't-"

"Padawan!" interrupted Obi-Wan, "Your skills have never been in question. It is your maturity. I've argued this before. But the decision has been made. May the Force be with you, Commander."

He walked away. Anakin watched him leave, looking slightly dejected. Lion-O asked Obi-Wan, "What exactly _is it_ between you and Anakin, Obi-Wan?"

Obi-Wan was silent for a moment. His face was stony. Finally, he said, "Oh, I don't know. It's Anakin's feelings, I suppose. He's restless, he's moody, he's arrogant, he acts like something's always bothering him. But perhaps it's also because I never really chose him as my Padawan. Just before he died, Qui-Gon, who was very close with Anakin, made me promise that I would train Anakin in the ways of the Force in his place. I gave Qui-Gon my word, and I've always kept that word. But because I didn't exactly choose Anakin as my apprentice, Anakin feels like I appreciate him less than Qui-Gon did, which isn't entirely true. But it may also have to do with the Jedi High Council. They treated him rather coldly when they first met him, and made him feel uncomfortable. Ironically, they were uncomfortable with him too, because they thought he was dangerous, even Master Yoda. And initially, I agreed with them, even though Qui-Gon did not. In spite of teaching him about the ways of the Force like an expert, I feel like I may be failing Anakin in some way."

"Maybe it's time you and the Council made him feel more accepted," suggested Lion-O. "Maybe it's time you _did_ accept Anakin as your apprentice. It seems to me that the only person who appreciates him for who he is is Chancellor Palpatine."

"Yes," said Obi-Wan, "But Palpatine credits Anakin's accomplishments more than his maturity as a Jedi. It's like the Chancellor thinks the Jedi Order should be a meritocracy, or something."

"That's not always bad," said Lion-O, "Thundera wasn't a meritocracy, exactly, but there was a hierarchy, in which certain people were seen as better than others, not that I ever approved of that, however."

"Well, it's certainly something to think about," decided Obi-Wan, "I hope that after this battle, Anakin and I can become a little closer. Perhaps it's time he and I became more like friends instead of Master and Padawan."

"That's an idea," agreed Lion-O.

* * *

A while later, they reached the Muunilinst system. The banking planet did not look too inviting when they saw a number of rounded, hilt-shaped gun platforms orbiting the planet, and soon enough, many vulture droids and Geonosian fighters flew out of their hangar bays and towards the Republic fleet. In answer, a fleet of V-19 Torrents flew out of the hangars of some of the RASs, led by Anakin Skywalker and Tygra.

"All squadrons to me!" ordered Anakin.

"I sure hope you can lead your pilots better than Vultaire could!" said Tygra.

"Don't worry about it, Tygra," said Anakin, "We just have to concentrate on the here and now if we hope to prevail!"

"I already knew that!" replied Tygra.

But Anakin didn't respond this time. The battle was underway in the sky. V-19s engaged Geonosian ships in fierce combat, and in a matter of seconds, ships were already being obliterated.

Out of another RAS came many space-worthy Republic gunships, which flew down through the atmosphere and towards the capital city of Muunilinst. They came to ground level and coasted along to meet the Separatist forces. On board his gunship, Obi-Wan said into his wrist comlink, "ARC troopers, deploy!"

"Yes, sir!" said Fordo's voice as another gunship split off from the others and approached the city in a different direction.

The fleet of LAATs continued on to the city. Word was that San Hill, the chairman of the IG Banking Clan, was holed up in one of those banking skyscrapers with some of his fellow Muuns, and it was imperative that he be captured alive and his defenders defeated. Suddenly, many powerful missiles fired at them from the city outskirts, presumably Hailfire droid missiles.

"Evasive action!" shouted Obi-Wan. The gunships split apart from their collective flight pattern.

"ThunderCats, HO!" yelled Lion-O, making the Eye of Thundera shoot fire at the missiles. Many of them were destroyed in midair by the Sword of Omens, but some got past the flames and hit a few of the gunships, destroying them. Battle droids, Jackals and Lizards were running toward them, firing their blasters all at once. Hailfire droids were also backing up the droids, as well as a few Warbots. The gunships landed, one by one, and the clones, Jedi, and Cats jumped out and attacked the enemy.

The guns of the clones were good enough to take down some of the Hailfires and Warbots, and other clones, along with the Jedi and the Cats, started tearing into the battle droids and the Lizards.

Meanwhile, the ARC troopers and their Bird backups were flying into the heart of the city, which was a lot quieter at the moment than the outskirts were. They nimbly flew between the skyscrapers, searching for their target, a very tall banking tower with a massive laser cannon at its base. When they found the district of Harnaidan, where the tower was supposed to be, they got into a position to land.

However, a battle droid with a rocket launcher had been watching out for them, and while saying, "Roger, roger!" to an unknown recipient, he fired the missile into the rear of the gunship, crippling it. Fortunately, the pilot and co-pilot were able to prevent the ship from burning up in an explosion as it crashed, skidding across the pavement noisily and burning on its behind. After it skidded to a stop, Fordo poked his head out and looked around cautiously. The pilot and co-pilot were dead, but everybody else was in good enough shape to fight. He gave a few hand signals silently, and the other nine members of the Muunilinst 10 piled out of the gunship, along with seven Ravenmen. The clones and the Birds stood at different positions, keeping their eyes out for danger from any direction.

Alas, sometimes, even the keen sight of a bird can occasionally miss something, and two battle droid snipers and a Lizard sniper were hiding high up in one of the buildings, watching them. The Separatist soldiers opened fire.

The troops and the Ravens returned fire immediately, but one Raven and a clone known as CT-43/002 were quickly gunned down. The others got behind the cover of the gunship or nearby structures as the Sep snipers continued to fire down on them.

Fordo made some hand signals again, a military protocol that many of the clone troops often employed on the battlefield, and some of his men moved to other positions. Then, after a few more signals, one trooper risked coming out in the open to use a target imager to create a composite sonic image of the nearby buildings. With it, he was able to figure out where the closest patrol points for Separatist troops were. He returned to Fordo and signaled to him, and then Fordo signaled for an ARC with a missile launcher to fire missiles into each guarded location. With help from a Raven with another missile launcher, he fired each missile at each target accurately, including the balcony where the snipers were still firing at them, silencing their nearest enemies for good.

The Muunilinst 10 walked down the street, watching for more danger. One Raven took to the air to get a better view of the surrounding area. As a suspicious sound could be heard not far away, the Raven gave Fordo a warning sign. Fordo acknowledged it and ordered his men to halt and prepare for combat again. Around the corner ahead came an Armored Assault Tank (AAT), a battle droid-driven monstrosity used by the Trade Federation for war purposes. It fired at them, killing a few more clones and Ravens. Fordo signaled to the Raven above, and the Bird soldier swooped down and blew his way into the tank with his blaster. Subsequently, several blaster shots poked holes in the AAT from the inside out and it stopped. The Raven evacuated the tank, and it exploded.

Fordo ordered the same Raven to carry a ball-shaped probe droid high into the air to search for the tower. The Raven took the droid up to the sky and helped it scan the area, until they found the tower with the laser cannon at its base. Fordo used a hologram to see everything the Raven and the probe droid were seeing. He then used a rangefinder to locate the places where the droid/Lizard security was posted.

Before moving on, he contacted Obi-Wan and said, "General Kenobi, target has been sighted."

"Very good, Captain," said Obi-Wan, "Proceed with the next phase."

The clones used grappling hooks and ascension cables to climb up the vertical face of the lower part of the tower, while the Ravens silently flew up there. Taking the droids and Lizards by surprise, they shot down any that got in their way. Ravens stabbed Lizards with their shock spears, and electrocuted droids with the same weapons. Fordo single-handedly blasted every droid he could find with two handheld blasters as if he had had experience all his life. Then an ARC lieutenant fired another missile at the window in the top of the tower, destroying the room inside and the Separatist security within.

Fordo proceeded to spin one of his blasters on his finger before re-holstering it. Evidently, he had picked this talent up from Jango Fett himself.

The Muunilinst 10 set explosives at the base of the cannon, and then rappelled up the face of the tower, followed closely by the winged Ravens. Below them, the cannon exploded in flames. Then, at the top of the tower, they stood on one of the narrow parts of the tower's roof (it looked as if the Ravens were literally perching there), and waited for the next orders in their mission.

* * *

Elsewhere in the city, other Birds and clones were having the time of their lives tearing away at the Separatist forces. AT-TEs had joined the fight by now, as well as the ThunderTank, which Panthro had insisted on using in the battle.

Panthro fired some missiles and lasers into the fray, blasting away some battle droids and Lizards. A Jackal leapt onto the cockpit of the ThunderTank to try to tackle Panthro, but the big Panther wrestled with him for a second and then threw him off the tank.

"I may not like all-out war," said Panthro to himself, "But I'll do almost anything to see my baby get some good action!"

As several dwarf and homing spider droids were destroyed, the Republic brought forward a large number of SPHA-T guns, and they shot a concentrated amount of laser fire into the banking skyscrapers all over Harnaidan, totaling them from top to bottom and bringing them down to the ground. Obviously, the Republic had the upper hand at the moment, because their SPHA-Ts made it possible to break through the Seps' defenses. One SPHA-T sent a blast near the tower, at the location where the cannon used to be.

Suddenly, after a Stork fired a missile into an AAT, blowing it up, out from behind the smoke came a small army of IG lancer droids on speeder bikes, and they were being led by Addicus, and some kind of hulking brute in ancient, ugly armor. The Stork stopped and gaped for a moment.

It was a moment too long for his life. Addicus and the big, ugly guy both speared him at the same time. Then they and their lancer droids moved on to cut their way through the other clones and Birds. Even the AT-TEs couldn't stand up to the lances of the droid battalion, which amazed Panthro at how strong they were. Just then, he noticed that the guy in armor was coming right at him, intending to destroy the ThunderTank and him with it.

"Oh, cripes!" said Panthro, knowing he couldn't get around the bike in time.

But then, Cheetara ran at top Cheetah speed and used her staff to knock the creature slightly off course, saving Panthro and his "baby."

"Thanks, Cheetara," he said. "I don't know what I would've done without my tank, or my life."

"Any time," replied Cheetara, "Although I think now isn't the time to chat about it. Look!"

The big guy and Addicus, after sweeping aside the clone/Bird infantry, including a few left behind who tried to shoot them in the back, were on their way to do some similar damage to the SPHA-Ts. Some clones, Ravens, and other Birds guarded them, but if the more numerous forces that were in front of them were ineffectual, these would likely be, too.

And that was true. The big, armored guy shredded the side of one of the huge cannons, and somehow, that was enough to make it blow up. A lancer droid tossed a magnetic explosive onto the side of another cannon, making it blow up, too. And so it continued. Cannon after cannon was blown away by lances or explosives, as the battle started to turn in the Separatists' favor.

"We've got to stop them!" said Cheetara, "before they decimate the entire army!"

"Yeah," said Panthro, "A guy with a mighty tank shouldn't be so easily beaten with a hulk and his spindly droids armed only with bombs and pointed sticks!"

Cheetara ran, again at top speed, to try and stop them. Panthro followed in the ThunderTank, keeping one eye on his back so as not to be snuck up on.

As each of them blew up another SPHA-T, Addicus and his ugly partner both released a victory howl.

* * *

 **A/N:** A cookie to anyone who guessed, correctly, that the "big, ugly guy in ancient armor" was Durge the bounty hunter! In the next chapter of this story, you'll see how Obi-Wan and Lion-O defeat him and drive away Addicus, as well as the space battle and what Anakin and Tygra do in it. But first, the next part of the story will be chapter 3 of **"Plun-Darr Joins the Confederacy,"** where Asajj Ventress is introduced, made Dooku's apprentice, and partnered with Mumm-Ra's "beloved."


	4. Another Fine Mess

**_Another Fine Mess_**

On Muunilinst, Addicus, the big, anonymous bounty hunter and his lancer droids continued to destroy the Republic's turbolaser cannons, only now they had been joined by an army of rampaging Jackals as well, which carried their own deadly lances, and they were adding to the mayhem. It was beginning to look a bit bad for the Republic.

A clone in charge of the artillery known as Able-472 reported to Obi-Wan, "General Kenobi, our cannons are being destroyed." At the same time, Lion-O received a call over his wrist comlink from Panthro. "Lion-O! That beast Addicus is down here with some armored brute and a bunch of lancer droids and Jackals, and they're tearing into everyone in sight! I don't know how much longer Cheetara and I can handle them alone!"

Lion-O and Obi-Wan looked out at the scene through two pairs of binoculars. They could see the Animals and lancer droids tearing apart everything in sight, and then they sighted Addicus, and the big guy in old-fashioned armor. Obi-Wan frowned.

"You recognize that man dressed in armor, Obi-Wan?" asked Lion-O.

"Yes, I do," said Obi-Wan grimly. "His name is Durge. He's a bounty hunter of the seemingly invincible Gen'Dai species. He was in a long hibernation before now, but it appears that Count Dooku thought he'd be a useful commander for the droid army, and revived him. Rumor has it he's about two thousand years old, more than twice as old as Master Yoda. Needless to say, he's bad news."

"Well, we've got to do something about this, before Panthro, Cheetara, and all our forces out there are wiped out," said Lion-O, "What do you recommend?"

Obi-Wan looked out at the carnage once more and asked, "Have you ever ridden anything as fast as a speeder bike before, Lion-O?"

Lion-O smirked for a second. "As a matter of fact, Tygra and I used to race each other a few times in the ThunderTank's ThunderPods, and they're pretty fast."

"Good," said Obi-Wan. He turned to Able-472 and ordered him to "Mount up."

"Yes sir," said Able.

The lancer droids and their new Jackal backups destroyed a few more AT-TE tanks. They were about to have another go at the ThunderTank when suddenly other speeder bikes appeared seemingly out of nowhere and skewered the droids right where they sat. The same fate happened to some of the racing Jackals with spears. Durge and Addicus turned and saw that they were now being counterattacked by lancers from the opposing army. Somebody on the Republic's side took out a Hailfire droid with his lance. It was Obi-Wan, dressed in clone armor over his Jedi clothes. The Jedi and his friend, Lion-O, were riding at the front of a clone lancer unit called the Lancer Battalion, followed closely by a small army of clones on speeder bikes wielding lances of their own, and they were supplemented by a team of Roadrunners racing on foot beside them with lances and spears as well.

Durge and Addicus gestured for the lancer droids and Jackals to engage the Lancer Battalion in full frontal joust, with both sides racing at each other head-on, their lances pointing directly ahead so as to skewer their foes. Addicus growled as he almost reached the enemy army, and Lion-O roared very Cat-like when he reached the same point.

It was chaos when the two sides met. Clone and droid alike was impaled painfully and killed, or launched off their bikes and thrown aside. Roadrunners and Jackals alike were speared by each other's lances and fell to the ground, some badly hurt, some dead. It went on for not too long, with both sides being almost completely decimated by the time it was over.

Obi-Wan and Lion-O, however, survived, but so did Addicus and Durge, and as the others finished killing each other off, the two commanders on either side of the conflict engaged in personal combat. Cheetara ran to help heal some of the injured Roadrunners and clones while this battle went on.

Durge and Obi-Wan charged each other, and aimed their lances directly at each other's arms, while Lion-O and Addicus followed suit. Durge's lance broke Obi-Wan's lance, and also caused him to lose his helmet, but Obi-Wan himself was unfazed, except for a small bruise below his lower lip. Lion-O lost his own lance to Addicus as well, who merely caught it with one of his opposable feet, a useful talent for a Monkey, and yanked it out of Lion-O's hand.

So Obi-Wan and Lion-O brandished a lightsaber and the Sword of Omens, respectively, and with a swipe of the lightsaber and a shout of "HO!" from Lion-O, the enemy bikes were destroyed. Despite the explosion, Durge emerged from it completely unharmed, while Addicus demonstrated his natural agility by somersaulting off his own bike before it exploded. Obi-Wan and Lion-O attempted to slay the two beasts, but in a display of speed, strength, and coordination, the bounty hunter and the big Ape caught the speeder bikes with their hands by the steering vanes and flipped the Jedi and Cat off. But Lion-O and Obi-Wan still managed to land on their feet. Durge and Addicus proceeded to charge their foes, using the bikes as clubs, but the lightsaber and the Sword of Omens sliced them to pieces, and Obi-Wan stabbed Durge through the chest, while Lion-O aimed a strike at Addicus' chest.

Due to being a Gen'Dai with no central nervous system, however, Durge easily resisted the intended affect of the stabbing, and laughed at Obi-Wan menacingly. Then he proceeded to beat the Jedi with his fists, making him lose his grip on his lightsaber. As for Lion-O's strike, again with amazing speed, Addicus reached out with his foot and grabbed Lion-O's wrist, twisting it and making him drop his Sword, subsequently pounding Lion-O over the head with his huge paws. The two heroes couldn't retaliate at first, and were bodily lifted off their feet by a solid punch to the gut and fell on their rears on the ground. Addicus then moved in, getting ready to crush Lion-O, something he had been longing to do, and Lion-O was still too dazed from all the hitting to fight back. But then, Cheetara raced in at top speed and pounded Addicus in the face with her stick, a trick she had used on him once before on Avista when he tried to kill Tygra.

"Thanks, Cheetara," said Lion-O, "Glad you weren't too busy to help."

"Sometimes I think saving each other's lives is the only sort of relationship any of us ThunderCats have," said Cheetara.

Lion-O frowned. "Yeah, you and Tygra should know that more than any of us."

Cheetara looked hurt, not thrilled that Lion-O still didn't speak to her nearly as much as he did to the other ThunderCats.

"Enough about personal feelings!" shouted Panthro from the ThunderTank, "That brute still isn't defeated, and the battle isn't yet won!"

He was right. Though Addicus was down for the count, Durge was still active, and he started to attack Obi-Wan and Lion-O with a gatling gauntlet on his arm. By now, though, Obi-Wan was recovered, and used a Force shield to block all the shots coming their way. Seeing this wasn't working, Durge fired a wrist-mounted flame projector at them next. Obi-Wan used the Force to block this next. When Durge allowed a lull in its stream of fire, Obi-Wan used the Force to crush the projector. Durge pulled a flail on a chain from his belt and brought it back to swing at the Jedi, but Obi-Wan used the Force to get his lightsaber back, and also helped Lion-O get back the Sword of Omens, and they both chopped through the flail's chain as it swung forward. Durge swiftly drew two hand-held blasters, but Obi-Wan quickly disarmed him of them. Finally, Durge resorted to defending himself with energy shields in his gauntlets, but the strikes Obi-Wan and Lion-O made were too fast to easily counter-attack, especially when facing multiple opponents at once. Panthro finally joined the battle, using his nunchucks to grasp Durge from behind in a chokehold. The choking didn't affect Durge, but the distraction was enough that Lion-O and Obi-Wan could press their advantage.

Finally, when Durge made the mistake of lifting his right arm a little, Kenobi sliced through it, cutting it off, and then Lion-O bisected the bounty hunter through the waist. The pieces of the Gen'Dai warrior fell to the ground, seemingly defeated.

Obi-Wan looked down on Durge and asked Lion-O, "Have you ever killed anyone before in your life, Lion-O?"

"Well," said Lion-O, "I did kill some of Mumm-Ra's Lizards back on Third Earth when it was truly necessary, but I never enjoyed it. I prefer to let the enemy live if I can, especially if they don't have to be the enemy of the Cats."

Obi-Wan gave a small, wan smile. "Then I guess we have something in common, you and I. We'll fight when we have to, but we don't take professional or personal pleasure in it."

"I guess you could say that, Obi-Wan," said Lion-O.

Just then, they got a call from Fordo over Obi-Wan's comlink. "General Kenobi," he said, "We are in position."

Obi-Wan answered, "I'm on my way."

Lion-O turned to Panthro and Cheetara. "You two stay here and clean up any further messes there may be around here. Obi-Wan and I are going after this San Hill character."

"Any messes?" said Panthro, "Like what?" He sounded like he was taking Lion-O literally. He was looking distastefully at Durge's remains.

"I don't mean _that_ kind of mess, Panthro," said Lion-O, "I mean watch out for any further attacks or skirmishes between Republic and Confederate forces, and help the Republic to win it, if you can."

"Oh," said Panthro, sounding relieved, "That sounds better."

Lion-O and Obi-Wan retrieved a speeder bike that was still in one piece and rode it towards Hill's banking building as fast as possible. Panthro and Cheetara got back into the ThunderTank and rode off to look for more skirmishes that needed assistance.

What nobody noticed as they left was that behind them, the chopped up remains of Durge were slowly starting to rejoin and heal themselves…

* * *

Lion-O and Obi-Wan rode their speeder bike through the city streets until they came to the command tower where the Muunilinst 10 awaited them. Obi-Wan made the vehicle take them straight up the side of the building, and after they were more than halfway up, Obi-Wan grabbed Lion-O by the waist and leapt out of his seat, carrying them to the roof of the building, where San Hill, the ARC troopers, and the Ravens were waiting.

As soon as they landed, Fordo said, "We are set, General."

"Very well," said Obi-Wan, putting his hand on Fordo's armored shoulder. "Let's end this battle, Captain."

Inside, San Hill and his fellow Muun bankers were watching the (from their perspective) sad state of the battle, fearing the worst. An explosion suddenly tore open the ceiling of the room, and ARC troopers came rappelling down on cables, firing at the battle droid and Jackal security forces. Hill and the Muuns ran away from the holographic table where they had been watching the progress of the battle. Soon enough, all the battle droids were dismantled, and all the Jackals dead or captured. Three droidekas suddenly rolled in and opened fire, but Obi-Wan and Lion-O leapt in next, and took down the droidekas one by one. After the last of the security had been taken care of, Obi-Wan heard Fordo say, "General."

He turned. The ARC Captain had just grabbed San Hill. Of course, like the Council members of the Separatist Council usually were, he was quite cowardly. "Mercy, I beg you," he whimpered, "I am merely a banker!"

"That is entirely up to you," replied Obi-Wan, "And your unconditional surrender."

"Well," said Lion-O, "These Separatist leaders surely aren't known for their immense amount of bravery. I imagine Dobo and his fellow Dogs would despise people like this one. Dogs believe in loyalty and courage in battle."

"You'll get used to it," said Obi-Wan, "Many Separatists tend to be rather craven at heart, when they don't have a significant advantage. It's one of the things that separates us from them."

Before Lion-O could reply, they heard a loud sound, like a jetpack, coming from outside. Kenobi ignited his lightsaber, and Lion-O drew the Sword of Omens. At that moment, a regenerated Durge flew into the room, crashing through a glass window.

"What?" said Lion-O, disbelieving, "How did he survive being cut in two?"

All the clone troopers and Birds opened fire on Durge at once, pushing him back.

"I forgot to tell you," said Obi-Wan, "Gen'Dai are creatures that can regenerate their bodies and withstand massive amounts of punishment before they can be taken down. Even seemingly fatal injuries do not very often kill a Gen'Dai. It's one of the reasons Durge has lived for so long. He's almost indestructible."

"There must be a way he can be defeated," said Lion-O.

The clone and Bird blaster fire shot down Durge, destroying his jetpack and making him fall to the floor. The troops continued to fire, and a Ravenman with a rocket launcher launched a small rocket at Durge's position. There was a small explosion, and all was quiet again.

"Control room secure, General," said Fordo.

Obi-Wan disagreed. "One can never be too sure, Captain," he replied.

Some of the Republic soldiers cautiously approached the smoke. But not cautiously enough. Suddenly, a massive, fleshy arm that seemed to be made of pure muscle tendons shot out from the smoke, and knocked aside many of the troops. Durge, still alive and well, leapt out of the crater, seeming to be all tendons, entrails, and other forms of flesh from under a skinned body, most of his armor gone, although he still wore his helmet.

Lion-O was briefly distracted by this gruesome body the Gen'Dai had, and Durge took advantage of the moment, attempting to knock him down with one arm. But Obi-Wan leapt to the rescue and cut off part of the arm. Durge regenerated rapidly, and swiped at Obi-Wan and Lion-O violently, but they dodged every attack. One of Durge's attacks smashed the holographic table, causing the hologram to go out.

Clones standing high above fired grappling hooks at Durge and slid down them, blasting all the way, hoping to restrain him while they blasted him. Some of the Ravens took to the air and encircled Durge, getting ready to shock him with their spears. Unfortunately, Durge wasn't affected by the blaster bolts, and he knew how to deal with the clones and the Birds. He used his immense strength to rip the lines from the walls, toppling the clones, and before they could hit the floor, he swung his ugly body around, throwing the clones into the Ravens, knocking them out of the air.

Then Durge _really_ did the outrageous. He charged Kenobi, went over him, and used his body's tentacles to absorb Obi-Wan into his body. The Jedi dropped his lightsaber just before being locked within.

Fordo was beginning to get desperate. He fired a wire at Durge's helmeted head and pumped electricity through it, hoping to electrocute and fry the bounty hunter. But after a few seconds, this only enraged the mad creature, who somehow deflected the electricity back at Fordo, stunning the ARC Captain. Durge knock a few more troops and Birds out of his way and moved in for the kill.

But by this time, Lion-O had had enough. He thought that if anything could defeat a monster like this, it would be the Eye of Thundera. He raised the Sword of Omens and yelled, "ThunderCats, HO!" A red fire shot out from the War Stone and enveloped Durge, stopping the surprised bounty hunter, who hadn't been expecting this. Durge cried out in pain at the burning effects of the mystical Sword. Then, at the same time, Durge's interior began to bloat outwards, making him even more massive and hideous than he already was. The Gen'Dai made a comical but pathetic groan.

Lion-O raised the Gauntlet of Omens, and he ordered the troopers and the birds to retreat to the back of the room, which they did, even Fordo. The Spirit Stone raised its powerful shield to protect Lion-O and the rest of the room, as Durge became even more bloated to a massive size, until he finally exploded outward! His sizzling remains were scattered all over the inner section of the room, and Obi-Wan Kenobi was once again standing free, breathing hard and covered with slime.

Lion-O ran toward him. "Are you all right, Obi-Wan?" he asked, concerned.

"Don't worry, Lion-O," Obi-Wan responded, "I'm fine. Seems like I've created quite a mess now, haven't I?" he said with dry humor.

"Yes sir," agreed Fordo.

"I bear some responsibility for it, too," said Lion-O, "I think the War Stone and Spirit Stone contributed to taking down that brute."

"Well, in that case, I thank you for your assist," said Obi-Wan, smiling.

"You're welcome," said Lion-O.

Hill was hiding under a table, shivering. The Jedi, the Cat, and the ARCs soon tracked him down, and Obi-Wan said, "Now where were we? Ah, yes. I believe you were surrendering."

Hill pounded the floor with his fist once in frustration. But there was nothing that could be done about it. He and the other Muuns gave themselves up, and they and the surviving Jackals were led away as prisoners.

Obi-Wan picked up the empty helmet of the supposedly late Durge. He and Lion-O gazed at it. They hoped that Durge would never bother them again, but as Obi-Wan had told Fordo, one could never be too sure…

* * *

In the meantime, the space battle above Muunilinst was going in favor of the Republic, too. Many V-19 Torrents had been lost in combat, but countless more droid starfighters and Geonosian fighters had been destroyed, as well.

Commanders Anakin Skywalker and Tygra were proving themselves to be excellent at combat, and the clone pilots were becoming quite impressed. The two show-offs had been fleeing from droid fighters, only to make a clever move to end up behind the fighters, and blew them away before they knew what hit them.

Tygra was piloting his ship, the _Soaring Ocelot_ , into the indentations and trenches of one of the gun platforms, chasing two Geonosian fighters as he did so. The fighters were surprisingly good for droid pilots, keeping well ahead of Tygra and turning every corner sharply, staying in the game for some time. But Tygra wouldn't let them go. He continued to give chase, pursuing them all throughout the platform's exterior. The ships split apart from each other at the end, but Tygra took another route and managed to destroy one of them along with another fighter. The other fighter was hot on his tail with another fighter, but he hit the brakes and they flew right by. Then he blasted them out of the sky, too.

"That's pretty good flying, Tygra," complimented Anakin, "Where did you learn all those moves?"

"Actually, I didn't exactly _learn_ them," said Tygra, "Flying just feels _natural_ to me. It's like my kind has always been flying."

Anakin grinned. "I imagine you're right," he said.

Tygra grinned back, even though they couldn't see each other's faces.

A clone pilot dubbed Gold Leader fired at, and destroyed, an enemy starfighter, but then, another enemy fighter appeared seemingly out of nowhere and blasted him.

"We lost Gold Leader!" reported Gold Two, as many more enemy ships started to join the space assault.

"Commander, enemy reinforcements coming in, .35!" Gold Two said to Anakin.

"Clear out, Gold Two, I'm coming in!" replied Anakin from his own fighter, the _Azure Angel_. "R4, switch all power to the forward shields!"

R4-P22 beeped in the affirmative.

Anakin took on the new force of fighters face-on and blasted many of them to smithereens. He allowed himself a smile as he took them down. Then three Geonosian fighters started to tail him. He flew around, evading their every shot, and eventually flying close to another gun platform, egging on the droid pilots. They continued to fire at him, always missing and doing significant damage to the platform, until he did a trick similar to Tygra's. He flew upwards and behind the three enemy fighters and destroyed them from behind before they could react.

He felt proud of himself, but as he flew back out into the open, a whole host of droid fighters were suddenly on his tail. R4 warned him of this.

"I know, I know!" said Anakin.

"I have an idea, Anakin," said Tygra, "If the V-19s can shoot all their missiles across the bow of one of the attack cruisers, and you can fly past the bow at just the right time, I'll bet they'll take out quite a lot of those fighters."

"Good idea, Tygra," said Anakin, "I was considering that myself." He contacted one of the clone pilots. "Red Leader, fire all your missiles across the bough of cruiser 8!"

Red Leader was baffled initially. "But commander," he said, "there's nothing out there. No targets."

The fighters behind Anakin were getting ready to fire.

"Do it now, trooper!" insisted Anakin.

Red Leader and his squadron obeyed, firing their missiles in the direction Anakin wanted them to.

R4 sounded alarmed. Anakin, though, knew what he was doing. He timed his flight just right, flying past the bough of the cruiser, and as the Geonosian fighters followed, so many of them were wiped out by the V-19s' missiles, destroying well over half of the ships following Anakin.

Some of the missiles followed Anakin, however, but Anakin was ready for this, too. He flew the Azure Angel towards the hangar bay of one of the gun platforms, out of which were flying more enemy reinforcements. He destroyed a few of the ships with his lasers, and a bunch more were destroyed by the pursuing missiles. The remaining missiles followed Anakin as he flew _into_ the hangar bay, and he flew through it with perfect skill, precision, and coordination. The missiles were not so precise, however, and some exploded within the hangar, destroying parked fighters and battle droids. Finally, he flew back out the other end of the hangar, but by this time, the last of the missiles had hit vital parts of the platform, causing it to go up in flames.

As he flew out, he noticed that Tygra and the clone pilots were doing quite a number on the other gun platforms. Tygra had managed to destroy a gun platform by having Green Squadron shoot their missiles directly behind the _Soaring Ocelot_ , baffling the troopers even more than Anakin's previous order, because clone troopers weren't supposed to kill or harm allies of the Republic. But Tygra had insisted that he would be all right, and finally, the clones obeyed. He led the missiles right into the interior of a gun platform, and flew with such grace that every clumsy missile hit a vital piece of the ship. He flew until he had reached the platform's main reactor, and some of the missiles destroyed it, and he flew out with amazing speed. The gun platform was vaporized behind him.

"Impressive," said Anakin, "Most impressive."

"Thanks a lot, Anakin," Tygra replied.

Blue Leader gave a report to the two of them. "Commander Skywalker, Commander Tygra, almost all the gun platforms have been destroyed, and only – wait! What's that-?"

One of his men had been shot by a fighter that was some distance from the battle. Then he was destroyed a moment later before he could finish what he was saying. Anakin and Tygra looked and saw all the rest of Blue Squadron's ships get destroyed.

"Commander!" reported Green Leader, "We've just lost Blue Squadron! A rogue fighter has-"

"I see him!" said Anakin. "Tygra, Green Leader, mop up the rest of the fighters as planned. This one's _mine_."

"You sure about that?" said Tygra, "I'm sure I can help."

"I'm sure, Tygra," said Anakin, "I sense something about this pilot that might make me the one most fit to fight him."

"All right," said Tygra, "But you know that you have to concentrate on the battle first. I'm sure Obi-Wan impressed that on you."

"I know, I know," said Anakin impatiently, "But I can handle this. And as long as you direct the forces well, the battle up here is already won. Now go."

Tygra shrugged and went back to take care of the remains of the Separatist fleet with Green Leader. Anakin, meanwhile, narrowed his eyes at the newcomer as he concentrated on defeating his new foe by whatever means necessary.

Anakin and the mystery pilot flew head-to-head, firing at each other simultaneously. They made a couple of passes at each other, and soon, Anakin managed to land a glancing shot on his opponent.

"Gotcha!" he said, grinning.

But the enemy fighter was tougher than it looked, and it plunged into pursuit, landing a glancing shot of its own on the _Azure Angel_. Anakin looked behind him. R4 warbled nervously. He whirled around and soon got behind his foe instead, and already he was using his targeting computer to lock on to his target. When he got a lock, he said, "I have you now!"

But as he fired, the fighter put on a burst of speed and just barely outflew the shot. Anakin was quite surprised.

"Increase power to the thrusters, R4," Anakin ordered his droid, pushing a few buttons. "This is no droid pilot!"

And so the pursuit continued, with the Geonosian ship evading all of Anakin's attempts to shoot it down. Soon enough, the ship plunged into the atmosphere of Muunilinst, and sure enough, Anakin followed.

"Come on!" Anakin growled as he struggled to get a lock again.

The mystery ship dive-bombed toward the streets of Harnaidan, flying nimbly through the roads and gaps between the buildings. Anakin occasionally attempted to shoot the ship down, but he kept failing, his shots obliterating banking skyscrapers instead. But still he pressed on, and so did his foe.

Not far away, Obi-Wan, who was all cleaned up after his ordeal with Durge, Lion-O, and some clone troopers and Birds observed the battle from a distance again. Cheetara and Panthro were still helping the other clone forces root out the last pockets of Separatist resistance, and were now being helped by another Jedi General, a wolf-man-like alien named Voolvif Monn. They then heard a loud sound nearby, like a starfighter.

"What was that?" asked Lion-O.

"I don't know, Commander," said a clone lieutenant.

Then the mystery ship suddenly breezed past them loudly. Lion-O was surprised when it blasted its laser cannons right near his feet, and he had to hop out of the way, fast.

"That's not one of ours," said Obi-Wan.

"No, General," agreed the lieutenant.

"Whoever it was," said Lion-O, "they must really dislike me. Those laser blasts were aimed almost directly at me!"

"I wish we knew who was in it," said Obi-Wan.

"Yes, General," said the lieutenant.

"Maybe the Eye of Thundera's Sight Beyond Sight can tell us," suggested Lion-O.

"Good idea, Lion-O," said Obi-Wan.

And then, the _Azure Angel_ whisked by very fast.

"That was Anakin!" announced Obi-Wan.

"Yes, General," said the lieutenant, who was beginning to sound like a parrot.

"Anakin!" Obi-Wan said into his wrist comlink.

"It's under control, Master," Anakin tried to assure him.

The enemy ship fired at Lion-O again, while Anakin once again tried to blast the fighter.

"You're supposed to be in space leading our forces," said Obi-Wan sternly.

The ships came around yet again.

"Tygra is looking after that, Master," said Anakin. "So don't worry; it's under control!"

"Under control?" said Obi-Wan skeptically, "I don't think so. Your place is with your squadrons, young one, not-" The ships whisked past them once more, making a lot of noise. Lion-O had to dodge one more blast. The second the noise had stopped, Obi-Wan continued, "-not chasing one ship through the city streets!"

Anakin decided to share his feelings regarding the pilot of that mystery fighter. "Master, this is no droid pilot, and the Force is with him. I can't let him get away!"

Lion-O, finally getting a break from the mystery pilot's laser cannons, looked into the Sword of Omens and said, "Sword of Omens, give me Sight Beyond Sight!"

The War Stone gave him an image of the enemy ship, and then showed him its interior, as well as the two women seated there. He didn't recognize one of them, but the other was all too familiar.

Gasping, he said, "Pumyra! Pumyra is in that ship!"

"Pumyra?" asked Obi-Wan, "That Cat on Mumm-Ra's side who wants revenge on you for something?"

"Yes," said Lion-O, "She thinks I abandoned her and our people after the ThunderCats and I snuck out of the ruins of Thundera after its destruction, and Mumm-Ra has convinced her that I'm more responsible for betraying her than he or his Lizard army are."

"Oh," said Obi-Wan, "Did you betray her?"

"No, of course not!" said Lion-O, "Her perceived 'betrayal' is in her imagination, but I can't convince her otherwise. She won't rest until I'm done for, and possibly the other ThunderCats, too."

"Well, if Pumyra is aboard that ship," surmised Obi-Wan, "then the other occupant can't be up to any good, either." They noticed that both ships were heading out of the atmosphere, back into space. Obi-Wan contacted Anakin again.

"Anakin," he said, attempting to reason with him, "I'm also sensing something strange. But Lion-O's Sword has shown him that Pumyra is one of the occupants of that ship, and she's been after Lion-O for some time, and the pilot can't be up to any good, either. So you must let that ship go; it's baiting you, and it might be baiting Lion-O, too."

Anakin was probably listening, but evidently he had already made up his mind. R4 told him something.

"Jumping into hyperspace? You have his coordinates? Then plug them in! He's not losing us!"

Obi-Wan tried once more. "Anakin-"

"Master, the battle up here is more than won," interrupted Anakin. "I can handle this."

Obi-Wan was losing patience with his Padawan. "Do not follow that ship," he insisted, "Anakin, do you hear me? Do _not_ follow that ship! That is an _order!_ Anakin!"

Anakin was glaring at nothing in particular where he sat. Deciding he would have to be a little rude in order to get away with what he was doing, he said, "Sorry, sir. Your signal is breaking up." Then he pushed a button, cutting off the connection. Obi-Wan managed to get as far as saying, "Padawan, if you-!" before he lost Anakin.

The ship carrying Asajj Ventress and Pumyra took off into hyperspace, and Anakin followed close behind it.

Obi-Wan glared at the spot in the sky where the ships were just a moment ago. He then turned to a clone sergeant and asked, "You have the coordinates?"

"Yes, General," said the clone.

"Take a squad and follow him!" ordered Obi-Wan.

"I'm going, too," said Lion-O.

"But Lion-O," said Obi-Wan, "that ship is baiting you too, if you say that Pumyra's on board."

"I know it's baiting me, Obi-Wan," replied Lion-O, "But I still need to follow him. Anakin may not be able to take on both of them together, even with troops backing him up, and he isn't as experienced with facing a Cat as he is with facing a Jedi or a Sith. Besides, the matter between Pumyra and I is personal, and I don't know what will happen if Anakin gets in the way of that. Pumyra could give us worse reprisals in the future, or worse, Mumm-Ra could do so."

Obi-Wan though about it for a moment. "All right," he said, "But be _very_ careful. And make sure that both of you make it back here alive. I don't know what _I'd_ do without you as an ally, or Anakin as an apprentice, even if he is willful."

"I'll be careful," promised Lion-O.

"May the Force be with you," Obi-Wan said in temporary goodbye.

Lion-O, the troops, and their sergeant got on board a CR-20 troop carrier and took off after Anakin, Ventress and Pumyra into the depths of space.

"I've got a bad feeling about this," mused Obi-Wan Kenobi.

* * *

 **A/N:** The next part of this chronology will be in chapter 5 of this same fan fiction, but it will temporarily leave the story of Anakin, Obi-Wan, Ventress, and the Cats. The first part of the next chapter will be about how Kit Fisto and some Fishmen save Dac (Mon Calamari) from the Quarren Isolation League, and the second part will be about the skirmish on Ilum involving Luminara, Barriss, Yoda, Anet, Padmé, and a few others. I am not going to include the crazy Battle of Dantooine, in which Mace Windu single-handedly decimates a droid army with ludicrous attack moves, especially since I really don't know how I would write such a mini-story.

Anakin, Obi-Wan, and company will probably return in chapter 6.


End file.
